N-CSR 1 main.htm

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

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act file number 811-4008

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

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

Scott C. Goebel, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

October 31

 

 

Date of reporting period:

October 31, 2008

Item 1. Reports to Stockholders

Fidelity's
Broadly Diversified International Equity
Funds

Fidelity® Diversified International Fund

Fidelity Aggressive International Fund
(To be renamed Fidelity International Capital Appreciation Fund effective December 2008)

Fidelity Overseas Fund

Fidelity Worldwide Fund

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Diversified International Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Overseas Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Aggressive International Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Worldwide Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Notes to Financial Statements

<Click Here>

Notes to Financial Statements

Reports of Independent Registered Public Accounting Firms

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

Annual Report

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Diversified International

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for Diversified International and for the entire period (May 9, 2008 to October 31, 2008) for Class K. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Diversified International

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 575.20

$ 4.08 B

HypotheticalA

 

$ 1,000.00

$ 1,019.96

$ 5.23 C

Class K

.88%

 

 

 

Actual

 

$ 1,000.00

$ 572.50

$ 3.33 B

HypotheticalA

 

$ 1,000.00

$ 1,020.71

$ 4.47 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Diversified International and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Diversified International

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Diversified International

-48.04%

3.71%

6.12%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Diversified International, a class of the fund, on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE ® (Europe, Australasia, Far East) Index performed over the same period.


fid105

Annual Report

Diversified International

Management's Discussion of Fund Performance

Comments from William Bower, Portfolio Manager of Fidelity® Diversified International Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year, the fund's Retail Class shares returned -48.04%, underperforming the MSCI EAFE index. The main detractors were unfavorable security selection in the energy and consumer discretionary groups. On the plus side, positive stock selection and an underweighting in financials helped, as did the fund's modest cash position. Geographically, weak security selection and an underweighting in Japan hurt, as did poor stock selection in Italy, France and the United Kingdom. Overweighting Switzerland and the United States helped, although unfavorable stock selection among U.S. stocks offset most of this benefit. Not owning German automaker and index component Volkswagen was the main detractor, with underperforming holdings of Italian automaker Fiat also a negative. Several underweightings hurt further: Swiss pharmaceutical company Novartis and integrated oil companies Total in France, U.K.-listed Royal Dutch Shell and BP - the latter of which I didn't own at all. A formerly held out-of-benchmark position in U.S. oil refiner and marketer Valero Energy also underperformed. U.K. household and personal products manufacturer Reckitt Benckiser contributed to the fund's relative return, as did two Swiss firms - pharmaceutical companies Roche Holding and Actelion - and U.S.-listed health care equipment/services provider Synthes. Australia-based blood plasma product company CSL Ltd. also helped.

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

Annual Report

Diversified International

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid107

United Kingdom

15.6%

 

fid109

Switzerland

12.7%

 

fid111

United States of America

12.2%

 

fid113

Japan

10.6%

 

fid115

Germany

9.7%

 

fid117

France

7.1%

 

fid119

Canada

6.9%

 

fid121

Spain

3.9%

 

fid123

Australia

3.1%

 

fid125

Other

18.2%

 

fid127

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

 

As of April 30, 2008

fid107

United Kingdom

14.4%

 

fid109

Japan

10.5%

 

fid111

Germany

10.5%

 

fid113

United States of America

9.8%

 

fid115

Switzerland

9.4%

 

fid117

France

7.7%

 

fid119

Canada

7.6%

 

fid121

Spain

4.0%

 

fid123

Australia

3.7%

 

fid125

Other

22.4%

 

fid139

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

94.1

94.0

Short-Term Investments and Net Other Assets

5.9

6.0

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

2.9

1.9

E.ON AG (Germany, Electric Utilities)

2.2

2.0

Telefonica SA (Spain, Diversified Telecommunication Services)

2.0

1.6

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

1.8

1.4

Tesco PLC (United Kingdom, Food & Staples Retailing)

1.8

1.4

Reckitt Benckiser Group PLC (United Kingdom, Household Products)

1.7

1.3

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

1.7

1.7

Toyota Motor Corp. sponsored ADR (Japan, Automobiles)

1.5

1.1

Canadian Natural Resources Ltd. (Canada, Oil, Gas & Consumable Fuels)

1.3

1.1

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

1.3

0.6

 

18.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

17.3

17.6

Consumer Staples

13.8

9.4

Health Care

13.3

7.0

Industrials

11.1

12.1

Energy

7.7

10.3

Information Technology

7.4

8.1

Consumer Discretionary

6.9

8.1

Telecommunication Services

5.8

6.1

Materials

5.5

10.6

Utilities

5.2

4.6

Annual Report

Diversified International

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 93.5%

Shares

Value

Australia - 3.1%

AMP Ltd.

8,000,000

$ 29,084,972

BHP Billiton Ltd. sponsored ADR (d)

5,600,492

217,747,129

Brambles Ltd.

10,000,000

53,312,487

Cochlear Ltd.

800,000

30,336,825

Commonwealth Bank of Australia

1,500,000

40,982,130

Computershare Ltd.

7,000,000

39,553,770

CSL Ltd.

13,100,000

318,421,605

Newcrest Mining Ltd.

1,991,200

27,357,569

QBE Insurance Group Ltd.

9,000,000

153,468,225

TOTAL AUSTRALIA

910,264,712

Belgium - 0.5%

InBev SA (d)

3,337,000

134,591,656

KBC Groupe SA

28,900

1,242,476

Nyrstar SA/NV

2,250,000

6,984,638

TOTAL BELGIUM

142,818,770

Bermuda - 0.3%

Clear Media Ltd. (a)

22,325,000

4,036,755

Covidien Ltd.

1,950,000

86,365,500

TOTAL BERMUDA

90,402,255

Brazil - 0.8%

Banco do Brasil SA

3,000,000

19,822,567

BM&F BOVESPA SA

3,000,000

7,970,613

Cosan SA Industria e Comercio (a)

3,174,893

15,667,617

Petroleo Brasileiro SA - Petrobras sponsored ADR

565,100

15,195,539

Uniao de Bancos Brasileiros SA (Unibanco) GDR

2,122,000

133,855,760

Vivo Participacoes SA sponsored ADR

2,750,000

30,085,000

TOTAL BRAZIL

222,597,096

Canada - 6.9%

Agnico-Eagle Mines Ltd.

896,500

24,728,471

Barrick Gold Corp.

1,286,600

29,406,781

Bombardier, Inc. Class B (sub. vtg.) (d)

14,008,100

54,020,289

Canadian Natural Resources Ltd.

7,550,000

380,818,544

Canadian Pacific Railway Ltd.

2,900,000

131,195,057

EnCana Corp.

5,900,000

299,599,436

Flint Energy Services Ltd. (a)(e)

3,500,000

20,173,329

Goldcorp, Inc.

1,513,100

28,284,354

Niko Resources Ltd. (e)

4,450,000

194,858,186

OPTI Canada, Inc. (a)

2,900,000

7,720,186

OZ Optics Ltd. unit (f)

102,000

1,231,650

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

4,700,000

89,650,025

Potash Corp. of Saskatchewan, Inc.

350,000

29,841,001

Power Corp. of Canada (sub. vtg.)

3,200,000

69,530,602

Research In Motion Ltd. (a)

3,100,000

156,333,016

Rogers Communications, Inc. Class B (non-vtg.)

2,250,000

65,290,678

Shoppers Drug Mart Corp.

1,200,000

46,176,812

Silver Wheaton Corp. (a)

8,641,000

30,098,026

SNC-Lavalin Group, Inc.

3,000,000

78,794,162

 

Shares

Value

Suncor Energy, Inc.

4,899,500

$ 117,631,883

Talisman Energy, Inc.

1,000,000

9,877,260

Trican Well Service Ltd. (e)

7,425,000

69,582,435

Ultra Petroleum Corp. (a)

1,000,000

46,550,000

Westernzagros Resources Ltd. (a)

7,000,000

4,295,903

Yamana Gold, Inc.

2,945,900

14,047,873

TOTAL CANADA

1,999,735,959

Cayman Islands - 0.6%

China Medical Technologies, Inc. sponsored ADR (d)

300,000

7,311,000

Transocean, Inc. (a)

2,050,220

168,794,613

TOTAL CAYMAN ISLANDS

176,105,613

China - 0.3%

China Coal Energy Co. Ltd. (H Shares)

20,000,000

12,130,021

China Shenhua Energy Co. Ltd. (H Shares)

10,000,000

18,985,682

Focus Media Holding Ltd. ADR (a)(d)

2,300,000

42,619,000

Global Bio-Chem Technology Group Co. Ltd.

38,331,600

5,342,193

Industrial & Commercial Bank of China

25,000,000

11,762,937

TOTAL CHINA

90,839,833

Czech Republic - 0.1%

Ceske Energeticke Zavody AS

900,000

38,946,333

Denmark - 0.6%

Carlsberg AS Series B

1,891,300

74,457,089

Genmab AS (a)

400,000

18,065,168

Novo Nordisk AS Series B

745,800

39,976,904

Novozymes AS Series B

600,000

42,357,242

TOTAL DENMARK

174,856,403

Finland - 0.5%

Nokia Corp. sponsored ADR

10,323,000

156,703,140

France - 7.1%

Alstom SA

1,899,600

94,151,152

AXA SA sponsored ADR (d)

8,700,000

162,777,000

bioMerieux SA

300,000

24,358,086

BNP Paribas SA

2,415,700

174,416,677

Bouygues SA

2,600,000

110,708,740

Cap Gemini SA

7,000,000

225,538,095

CNP Assurances

400,000

32,231,166

Compagnie Generale de Geophysique SA (a)

759,173

12,275,378

Credit Agricole SA

3,975,600

57,515,042

Dassault Aviation SA (d)

36,265

20,173,856

Electricite de France

850,000

51,070,982

Essilor International SA

2,500,000

112,144,620

Financiere Marc de Lacharriere SA (Fimalac) (d)

1,400,000

60,897,018

GDF Suez

2,861,123

127,890,952

Groupe Danone

1,399,550

77,928,157

Common Stocks - continued

Shares

Value

France - continued

Ipsen SA

500,000

$ 19,004,981

L'Air Liquide SA

24,650

2,127,174

LVMH Moet Hennessy - Louis Vuitton

1,050,000

69,871,157

Neopost SA

700,000

58,605,722

Nexans SA

500,406

28,543,114

Pernod Ricard SA

3,050,000

198,611,986

Pinault Printemps-Redoute SA

800,000

50,984,351

Renault SA

917,400

28,116,280

Sanofi-Aventis

1,000,000

63,357,107

Societe Generale Series A

1,524,700

83,103,782

Total SA Series B

688,300

37,865,747

Veolia Environnement

750,000

18,586,211

VINCI SA

2,000,000

71,974,700

TOTAL FRANCE

2,074,829,233

Germany - 9.5%

Adidas-Salomon AG

3,442,100

122,226,981

Allianz AG:

(Reg.)

17,300

1,294,676

sponsored ADR

22,000,000

166,760,000

BASF AG

800,000

26,900,999

Bayer AG

6,538,510

363,996,844

Bayerische Motoren Werke AG (BMW)

1,680,600

43,603,544

Deutsche Boerse AG

800,000

63,965,973

Deutsche Telekom AG (Reg.)

127,600

1,905,885

E.ON AG

16,662,540

637,455,308

Fresenius AG

2,727,400

161,824,419

Fresenius Medical Care AG

23,100

1,050,586

GEA Group AG

4,500,000

65,762,727

GFK AG

1,600,000

31,596,033

K&S AG

1,100,000

43,529,676

Linde AG

3,120,086

262,030,382

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

1,500,000

199,087,514

Q-Cells AG (a)

1,000,000

39,340,260

RWE AG

2,629,500

219,744,769

Siemens AG sponsored ADR (d)

4,850,300

291,745,545

SolarWorld AG

1,000,000

25,203,564

Symrise AG

500,000

6,210,602

TOTAL GERMANY

2,775,236,287

Greece - 0.0%

Public Power Corp. of Greece

819,655

10,135,170

Hong Kong - 1.0%

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

3,450,000

151,420,500

Esprit Holdings Ltd.

10,000,000

56,820,610

Hutchison Whampoa Ltd.

5,000,000

26,700,000

Sun Hung Kai Properties Ltd.

5,500,000

48,185,758

TOTAL HONG KONG

283,126,868

 

Shares

Value

India - 2.4%

Bharti Airtel Ltd. (a)

1,700,000

$ 23,018,326

HDFC Bank Ltd.

300,000

6,393,535

Infosys Technologies Ltd.

6,000,000

174,896,185

Infosys Technologies Ltd. sponsored ADR

3,200,000

93,824,000

Reliance Industries Ltd.

5,500,000

156,337,837

Satyam Computer Services Ltd.

23,000,000

145,412,165

State Bank of India

4,000,000

94,272,046

Union Bank of India

1,500,000

3,954,228

TOTAL INDIA

698,108,322

Indonesia - 0.4%

PT Bumi Resources Tbk

120,000,000

15,711,180

PT Indosat Tbk sponsored ADR

3,400,000

82,586,000

PT Perusahaan Gas Negara Tbk
Series B

130,000,000

16,522,626

TOTAL INDONESIA

114,819,806

Ireland - 0.8%

Anglo Irish Bank Corp. PLC

2,000,000

6,498,081

CRH PLC

4,500,000

99,745,942

Ryanair Holdings PLC sponsored ADR (a)(d)

6,225,000

138,630,750

TOTAL IRELAND

244,874,773

Italy - 2.1%

A2A SpA

10,000,000

18,226,217

ENI SpA

112,800

2,692,327

Fiat SpA

20,938,300

166,412,412

Impregilo SpA (a)

8,000,000

21,102,917

Intesa Sanpaolo SpA

69,738,492

255,100,590

Prysmian SpA

2,000,000

24,262,115

UniCredit SpA

50,000,000

122,336,229

TOTAL ITALY

610,132,807

Japan - 10.6%

Asahi Glass Co. Ltd.

4,000,000

25,133,822

Canon, Inc. sponsored ADR (d)

8,500,000

291,295,000

Daiwa Securities Group, Inc.

9,000,000

50,879,146

East Japan Railway Co.

5,000

35,578,206

Fanuc Ltd.

1,700,000

113,262,968

Honda Motor Co. Ltd.

1,600,000

39,782,613

Hoya Corp.

999,500

18,249,758

Japan Tobacco, Inc.

61,556

218,369,569

JSR Corp.

4,000,000

45,117,161

Keyence Corp.

920,000

176,291,753

Konica Minolta Holdings, Inc.

5,250,000

34,476,605

Kubota Corp.

8,000,000

40,152,787

Mitsubishi Corp.

8,500,000

142,468,506

Mitsubishi Estate Co. Ltd.

3,500,000

62,518,550

Mitsubishi UFJ Financial Group, Inc.

30,000,000

188,515,602

Mitsui & Co. Ltd.

13,750,000

133,223,961

Mitsui Fudosan Co. Ltd.

2,500,000

43,605,958

Mizuho Financial Group, Inc.

100

244,168

Common Stocks - continued

Shares

Value

Japan - continued

Mori Seiki Co. Ltd. (d)

2,000,000

$ 17,262,594

NGK Insulators Ltd.

3,000,000

31,158,407

Nikon Corp.

4,300,000

60,597,431

Nintendo Co. Ltd.

310,000

96,719,996

Nomura Holdings, Inc.

13,000,000

123,160,107

ORIX Corp.

1,790,000

183,900,827

Sony Corp.

2,500,000

59,247,868

Sony Financial Holdings, Inc.

38,379

124,812,902

Sumitomo Metal Industries Ltd.

10,000,000

25,718,083

Sumitomo Mitsui Financial Group, Inc.

42,150

168,965,088

Sumitomo Trust & Banking Co. Ltd.

9,000,000

41,677,592

Tokai Carbon Co. Ltd. (d)

6,000,000

31,458,345

Tokuyama Corp.

6,000,000

30,383,455

Toyota Motor Corp. sponsored ADR (d)

5,899,957

448,927,728

TOTAL JAPAN

3,103,156,556

Korea (South) - 1.5%

Amorepacific Corp.

139,531

61,518,420

LG Household & Health Care Ltd.

389,650

55,834,965

NHN Corp. (a)

1,200,000

128,101,379

Samsung Electronics Co. Ltd.

310,000

131,098,303

Shinhan Financial Group Co. Ltd.

2,200,000

53,687,691

TOTAL KOREA (SOUTH)

430,240,758

Luxembourg - 0.6%

ArcelorMittal SA (NY Shares) Class A (d)

1,250,000

32,812,500

Reinet Investments SCA (a)

273,775

2,853,268

Reinet Investments SCA (a)

1,726,225

33,515,472

SES SA FDR (France) unit

5,916,322

106,432,112

TOTAL LUXEMBOURG

175,613,352

Malaysia - 0.1%

DiGi.com Bhd

6,500,000

33,818,599

KNM Group Bhd

18,750,000

3,179,368

TOTAL MALAYSIA

36,997,967

Mexico - 0.6%

America Movil SAB de CV Series L sponsored ADR

3,825,000

118,345,500

Grupo Televisa SA de CV (CPO) sponsored ADR

3,700,000

65,342,000

TOTAL MEXICO

183,687,500

Netherlands - 1.9%

Gemalto NV (a)

300,000

8,405,181

Heineken NV (Bearer)

2,900,000

97,826,318

ING Groep NV sponsored ADR (d)

3,000,000

27,930,000

Koninklijke KPN NV

8,236,900

116,001,840

Unilever NV (Certificaten Van Aandelen)

11,900,000

286,783,766

TOTAL NETHERLANDS

536,947,105

Netherlands Antilles - 0.6%

Schlumberger Ltd. (NY Shares)

3,240,200

167,356,330

 

Shares

Value

Norway - 0.5%

Orkla ASA (A Shares)

4,472,494

$ 29,774,356

Petroleum Geo-Services ASA (a)

5,500,250

27,387,993

Pronova BioPharma ASA

12,999,500

33,771,424

Renewable Energy Corp. AS (a)

4,700,000

44,343,736

TOTAL NORWAY

135,277,509

Panama - 0.1%

McDermott International, Inc. (a)

1,000,000

17,130,000

Papua New Guinea - 0.3%

Lihir Gold Ltd. (a)

68,988,224

86,036,634

Russia - 0.4%

OAO Gazprom sponsored ADR

5,100,000

104,295,000

Vimpel Communications sponsored ADR

1,000,000

14,500,000

TOTAL RUSSIA

118,795,000

South Africa - 0.2%

Impala Platinum Holdings Ltd.

5,400,000

55,768,679

MTN Group Ltd.

1,000,000

11,156,602

TOTAL SOUTH AFRICA

66,925,281

Spain - 3.9%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

7,900,000

91,640,000

Banco Santander SA sponsored ADR (d)

10,250,000

110,085,000

Enagas SA

5,000,649

97,700,756

Grifols SA

1,300,000

25,871,024

Inditex SA

4,750,000

160,561,654

Red Electrica Corporacion SA

1,700,000

74,513,108

Repsol YPF SA

13,200

251,010

Telefonica SA

31,088,200

575,596,054

TOTAL SPAIN

1,136,218,606

Sweden - 0.3%

Assa Abloy AB (B Shares) (d)

3,259,600

36,385,251

Getinge AB (B Shares)

1,500,000

20,975,177

H&M Hennes & Mauritz AB (B Shares)

34,000

1,218,985

Svenska Cellulosa AB (SCA) (B Shares)

4,999,600

36,911,907

TOTAL SWEDEN

95,491,320

Switzerland - 12.7%

ABB Ltd. (Reg.)

10,911,330

143,137,874

Actelion Ltd. (Reg.) (a)

4,323,540

228,354,079

Alcon, Inc.

1,950,000

171,834,000

ARYZTA AG (a)

2,000,000

71,541,015

Compagnie Financiere Richemont
Series A

1,500,000

31,905,548

Credit Suisse Group sponsored ADR

3,700,000

138,380,000

Credit Suisse Group (Reg.)

60,094

2,246,663

EFG International

500,000

10,761,489

Julius Baer Holding AG

5,934,441

232,047,347

Kuehne & Nagel International AG

1,300,000

78,692,398

Nestle SA (Reg.)

21,707,621

843,962,154

Common Stocks - continued

Shares

Value

Switzerland - continued

Nobel Biocare Holding AG (Switzerland)

550,000

$ 9,446,245

Novartis AG:

(Reg.)

87,694

4,450,214

sponsored ADR

6,450,000

328,885,500

Roche Holding AG (participation certificate)

3,419,834

522,871,714

Schindler Holding AG (Reg.)

1,400,000

64,081,709

SGS Societe Generale de Surveillance Holding SA (Reg.)

195,000

191,943,679

Sonova Holding AG

2,500,000

103,854,018

Sulzer AG (Reg.)

885,300

52,256,739

Syngenta AG sponsored ADR

2,750,000

102,795,000

Tecan Group AG (e)

1,100,000

49,374,624

UBS AG:

(For. Reg.)

120,703

2,047,560

(NY Shares)

5,250,000

88,725,000

Zurich Financial Services AG (Reg.)

1,207,564

244,934,936

TOTAL SWITZERLAND

3,718,529,505

Taiwan - 0.3%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

34,500,000

83,674,398

Turkey - 0.1%

Tupras-Turkiye Petrol Rafinerileri AS

1,000,000

12,633,216

United Kingdom - 15.6%

Aegis Group PLC

9,000,000

9,483,855

Anglo American PLC (United Kingdom)

1,400,000

35,123,433

BAE Systems PLC

11,293,800

63,474,199

Barclays PLC

5,000,000

14,331,143

Bellway PLC

2,450,000

21,341,216

BG Group PLC

6,000,000

88,212,810

BHP Billiton PLC

4,000,000

67,913,786

Bovis Homes Group PLC (d)(e)

6,750,000

36,892,190

British American Tobacco PLC:

(United Kingdom)

82,200

2,254,411

sponsored ADR

4,830,000

262,558,800

British Sky Broadcasting Group PLC (BSkyB)

2,500,000

15,211,529

Cadbury PLC

5,920,000

54,352,020

Capita Group PLC

24,346,451

251,540,397

Centrica PLC

2,500,000

12,283,034

Diageo PLC

113,400

1,730,329

easyJet PLC (a)(e)

30,000,000

149,638,996

European Capital Ltd. (e)

5,819,600

13,349,451

Experian PLC

15,000,000

82,714,389

GlaxoSmithKline PLC

6,500,000

124,940,300

HBOS PLC

23,999,905

39,293,271

HSBC Holdings PLC:

(United Kingdom) (Reg.)

401,671

4,756,891

sponsored ADR (d)

6,225,600

367,310,400

Imperial Tobacco Group PLC

5,125,900

137,364,970

 

Shares

Value

Inchcape PLC

10,679,000

$ 13,614,756

Informa PLC (e)

27,000,000

91,463,882

International Power PLC

22,504,800

80,501,030

Lloyds TSB Group PLC

20,200,000

65,280,490

Man Group PLC

20,000,000

115,455,376

Misys PLC

15,000,355

26,856,259

National Grid PLC

9,251,300

104,204,102

NEXT PLC

700,000

11,896,434

Pearson PLC

8,100,000

80,668,610

Persimmon PLC (d)

4,200,000

20,330,635

Prudential PLC

13,000,000

65,295,341

Reckitt Benckiser Group PLC

12,050,400

509,666,692

Redrow PLC (d)

4,650,000

15,550,255

Rio Tinto PLC sponsored ADR

900,000

167,283,000

Royal Bank of Scotland Group PLC

40,487,500

44,592,148

Royal Dutch Shell PLC:

Class A sponsored ADR

200,000

11,162,000

Class B

192,300

5,212,949

Class B ADR

900,000

49,761,000

Smith & Nephew PLC

5,440,500

49,808,900

SSL International PLC

1,500,000

10,129,535

Standard Chartered PLC (United Kingdom)

5,700,300

94,197,397

Tesco PLC

94,500,000

517,712,135

Vodafone Group PLC sponsored ADR

25,800,000

497,166,000

Wolseley PLC

197,000

1,077,977

WPP Group PLC

10,000,000

59,810,150

TOTAL UNITED KINGDOM

4,564,768,873

United States of America - 6.2%

Allergan, Inc.

3,350,000

132,894,500

Anheuser-Busch Companies, Inc.

1,400,000

86,842,000

Bank of America Corp.

2,500,000

60,425,000

Bank of New York Mellon Corp.

1,350,000

44,010,000

Baxter International, Inc.

550,000

33,269,500

C.R. Bard, Inc.

900,000

79,425,000

Flowserve Corp.

1,700,000

96,764,000

Genentech, Inc. (a)

3,260,000

270,384,400

Goldman Sachs Group, Inc.

716,791

66,303,168

Google, Inc. Class A (sub. vtg.) (a)

172,645

62,041,707

Henry Schein, Inc. (a)

1,050,000

49,150,500

Hess Corp.

1,048,600

63,136,206

JPMorgan Chase & Co.

400,000

16,500,000

Peabody Energy Corp.

1,609,700

55,550,747

Philip Morris International, Inc.

4,000,000

173,880,000

PNC Financial Services Group, Inc.

874,100

58,276,247

Stryker Corp.

2,175,000

116,275,500

Synthes, Inc.

1,812,274

233,809,846

Common Stocks - continued

Shares

Value

United States of America - continued

Titanium Metals Corp. (d)

3,042,409

$ 28,324,828

Visa, Inc.

1,700,000

94,095,000

TOTAL UNITED STATES OF AMERICA

1,821,358,149

TOTAL COMMON STOCKS

(Cost $34,352,246,805)

27,305,371,439

Preferred Stocks - 0.5%

 

 

 

 

Convertible Preferred Stocks - 0.0%

Canada - 0.0%

MetroPhotonics, Inc. Series 2 (a)(f)

198,000

2

Nonconvertible Preferred Stocks - 0.5%

Germany - 0.2%

Porsche Automobil Holding SE

691,520

61,892,642

Italy - 0.3%

Fiat SpA

2,000,000

8,914,020

Intesa Sanpaolo SpA

22,000,000

65,298,874

TOTAL ITALY

74,212,894

TOTAL NONCONVERTIBLE PREFERRED STOCKS

136,105,536

TOTAL PREFERRED STOCKS

(Cost $227,801,440)

136,105,538

Investment Companies - 0.1%

 

 

 

 

United States of America - 0.1%

United States Natural Gas Fund LP ETF (a)
(Cost $30,527,796)

1,000,000

28,790,000

Government Obligations - 0.0%

 

Principal Amount

 

United States of America - 0.0%

U.S. Treasury Bills, yield at date of purchase 0.6% to 1.68% 12/4/08 to 1/2/09
(Cost $6,654,775)

$ 6,665,000

6,662,939

Money Market Funds - 5.9%

Shares

Value

Fidelity Cash Central Fund, 1.81% (b)

1,350,032,331

$ 1,350,032,331

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

383,400,911

383,400,911

TOTAL MONEY MARKET FUNDS

(Cost $1,733,433,242)

1,733,433,242

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $36,350,664,058)

29,210,363,158

NET OTHER ASSETS - 0.0%

(3,127,172)

NET ASSETS - 100%

$ 29,207,235,986

Forward Foreign Currency Contracts

Settlement Dates

Value

Unrealized Appreciation/
(Depreciation)

Contracts to Buy

65,370,118,500 JPY

Nov. 2008

$ 664,206,163

$ 49,526,241

(Payable Amount $614,679,922)

 

The value of contracts to buy as a percentage of net assets - 2.3%

Currency Abbreviation

JPY

-

Japanese yen

Legend

(a) Non-income producing

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

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

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

(e) Affiliated company

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $1,231,652 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

MetroPhotonics, Inc. Series 2

9/29/00

$ 1,980,000

OZ Optics Ltd. unit

8/18/00

$ 1,505,520

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 77,119,703

Fidelity Securities Lending Cash Central Fund

41,104,703

Total

$ 118,224,406

Other Affiliated Issuers

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

Affiliates

Value,
beginning of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Bovis Homes Group PLC

$ -

$ 78,498,961

$ 4,186,769

$ 1,677,491

$ 36,892,190

easyJet PLC

124,061,753

190,785,609

6,068,257

-

149,638,996

European Capital Ltd.

69,643,666

-

-

5,261,084

13,349,451

Flint Energy Services Ltd.

64,419,614

19,408,647

-

-

20,173,329

Informa PLC

177,966,681

81,690,889

-

8,504,064

91,463,882

Niko Resources Ltd.

437,004,872

42,997,397

-

411,062

194,858,186

Petrobank Energy & Resources Ltd.

-

220,690,532

-

-

89,650,025

Tecan Group AG

73,599,240

-

-

889,931

49,374,624

Trican Well Service Ltd.

84,727,812

56,858,142

-

586,271

69,582,435

United States Natural Gas Fund LP ETF

-

96,039,648

69,817,871

-

-

Total

$ 1,031,423,638

$ 786,969,825

$ 80,072,897

$ 17,329,903

$ 714,983,118

Income Tax Information

At October 31, 2008, the Fund had a capital loss carryforward of approximately $956,782,987 all of which will expire on October 31, 2016.

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

Annual Report

Diversified International

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $376,254,296) - See accompanying schedule:

Unaffiliated issuers (cost $33,176,706,808)

$ 26,761,946,798

 

Fidelity Central Funds (cost $1,733,433,242)

1,733,433,242

 

Other affiliated issuers (cost $1,440,524,008)

714,983,118

 

Total Investments (cost $36,350,664,058)

 

$ 29,210,363,158

Foreign currency held at value (cost $2,238)

2,455

Receivable for investments sold

291,404,619

Unrealized appreciation on foreign currency contracts

49,526,241

Receivable for closed foreign currency contracts

29,679,922

Receivable for fund shares sold

55,827,005

Dividends receivable

65,420,521

Distributions receivable from Fidelity Central Funds

2,087,716

Prepaid expenses

14,792

Other receivables

2,060,604

Total assets

29,706,387,033

 

 

 

Liabilities

Payable to custodian bank

$ 291,338

Payable for investments purchased

62,646,341

Payable for fund shares redeemed

24,731,658

Accrued management fee

17,184,851

Other affiliated payables

8,316,159

Other payables and accrued expenses

2,579,789

Collateral on securities loaned, at value

383,400,911

Total liabilities

499,151,047

 

 

 

Net Assets

$ 29,207,235,986

Net Assets consist of:

 

Paid in capital

$ 37,047,989,511

Undistributed net investment income

552,385,607

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

(1,299,616,688)

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

(7,093,522,444)

Net Assets

$ 29,207,235,986

Diversified International:
Net Asset Value, offering price and redemption price per share ($28,274,960,980 ÷ 1,287,814,073 shares)

$ 21.96

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($932,275,006 ÷ 42,419,202 shares)

$ 21.98

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends (including $17,329,903 earned from other affiliated issuers)

 

$ 1,245,912,229

Interest

 

527,904

Income from Fidelity Central Funds

 

118,224,406

 

 

1,364,664,539

Less foreign taxes withheld

 

(110,978,803)

Total income

 

1,253,685,736

 

 

 

Expenses

Management fee
Basic fee

$ 348,107,076

Performance adjustment

34,025,276

Transfer agent fees

107,838,956

Accounting and security lending fees

2,991,396

Custodian fees and expenses

9,470,095

Independent trustees' compensation

220,104

Depreciation in deferred trustee compensation account

(287)

Registration fees

467,213

Audit

252,296

Legal

261,150

Miscellaneous

5,619,033

Total expenses before reductions

509,252,308

Expense reductions

(8,163,778)

501,088,530

Net investment income (loss)

752,597,206

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $5,800,092)

(1,165,122,340)

Other affiliated issuers

(1,006,620)

 

Foreign currency transactions

(21,201,137)

Futures contracts

(35,266,379)

Total net realized gain (loss)

 

(1,222,596,476)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $12,720,916)

(27,575,257,303)

Assets and liabilities in foreign currencies

34,073,636

Total change in net unrealized appreciation (depreciation)

 

(27,541,183,667)

Net gain (loss)

(28,763,780,143)

Net increase (decrease) in net assets resulting from operations

$ (28,011,182,937)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 752,597,206

$ 610,840,044

Net realized gain (loss)

(1,222,596,476)

3,897,636,523

Change in net unrealized appreciation (depreciation)

(27,541,183,667)

9,174,039,868

Net increase (decrease) in net assets resulting from operations

(28,011,182,937)

13,682,516,435

Distributions to shareholders from net investment income

(623,834,183)

(425,826,410)

Distributions to shareholders from net realized gain

(3,411,186,315)

(2,968,965,380)

Total distributions

(4,035,020,498)

(3,394,791,790)

Share transactions - net increase (decrease)

1,321,563,137

5,675,290,664

Redemption fees

1,934,056

1,737,801

Total increase (decrease) in net assets

(30,722,706,242)

15,964,753,110

 

 

 

Net Assets

Beginning of period

59,929,942,228

43,965,189,118

End of period (including undistributed net investment income of $552,385,607 and undistributed net investment income of $604,543,864, respectively)

$ 29,207,235,986

$ 59,929,942,228

Financial Highlights - Diversified International

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 45.41

$ 37.58

$ 30.80

$ 26.08

$ 22.35

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .55

.47

.46

.30

.16

Net realized and unrealized gain (loss)

  (20.96)

10.23

7.33

4.63

3.87

Total from investment operations

  (20.41)

10.70

7.79

4.93

4.03

Distributions from net investment income

  (.47)

(.36)

(.28)

(.15)

(.30)

Distributions from net realized gain

  (2.57)

(2.51)

(.73)

(.06)

-

Total distributions

  (3.04)

(2.87)

(1.01)

(.21)

(.30)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 21.96

$ 45.41

$ 37.58

$ 30.80

$ 26.08

Total Return A

  (48.04)%

30.37%

25.89%

19.01%

18.20%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.04%

.93%

1.01%

1.10%

1.15%

Expenses net of fee waivers, if any

  1.04%

.93%

1.01%

1.10%

1.15%

Expenses net of all reductions

  1.02%

.91%

.97%

1.07%

1.12%

Net investment income (loss)

  1.53%

1.20%

1.32%

1.02%

.66%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 28,274,961

$ 59,929,942

$ 43,965,189

$ 29,637,193

$ 19,902,063

Portfolio turnover rate D

  49%

51%

59%

41%

55%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 38.39

Income from Investment Operations

 

Net investment income (loss) D

  .16

Net realized and unrealized gain (loss)

  (16.57)

Total from investment operations

  (16.41)

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 21.98

Total Return B, C

  (42.75)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .88% A

Expenses net of fee waivers, if any

  .88% A

Expenses net of all reductions

  .87% A

Net investment income (loss)

  1.45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 932,275

Portfolio turnover rate F

  49%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Diversified International Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Diversified International and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund commenced sale of Class K shares and the existing class was designated Diversified International on May 9, 2008. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund is currently closed to most new accounts. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. The U.S. dollar value of forward foreign currency contracts is determined using forward currency exchange rates supplied by a quotation service. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

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

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

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

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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

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

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

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

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

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

Unrealized appreciation

$ 3,488,560,069

Unrealized depreciation

(10,924,916,294)

Net unrealized appreciation (depreciation)

(7,436,356,225)

Undistributed ordinary income

360,875,659

Capital loss carryforward

(956,782,987)

 

 

Cost for federal income tax purposes

$ 36,646,719,383

The tax character of distributions paid was as follows:

 

October 31,
2008

October 31,
2007

Ordinary Income

$ 623,834,183

$ 449,483,504

Long-term Capital Gains

3,411,186,315

2,945,308,286

Total

$ 4,035,020,498

$ 3,394,791,790

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

Annual Report

3. Significant Accounting Policies - continued

New Accounting Pronouncements. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

In addition, in March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for reporting periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures to provide information about the reasons the Fund invests in derivative instruments, the accounting treatment and the effect derivatives have on financial performance.

4. Operating Policies.

Forward Foreign Currency Contracts. The Fund generally uses foreign currency contracts to facilitate transactions in foreign-denominated securities and to manage the Fund's currency exposure. Contracts to sell generally are used to hedge the Fund's investments against currency fluctuations, while contracts to buy generally are used to offset a previous contract to sell. Also, a contract to buy can be used to acquire exposure to foreign currencies and a contract to sell can be used to offset a previous contract to buy. These contracts involve market risk in excess of the unrealized gain or loss reflected in the Fund's Statement of Assets and Liabilities. The U.S. dollar value of the currencies the Fund has committed to buy or sell is shown in the Schedule of Investments under the caption "Forward Foreign Currency Contracts." This amount represents the aggregate exposure to each currency the Fund has acquired or hedged through currency contracts at period end. Losses may arise from changes in the value of foreign currency or if the counterparties do not perform under the contracts' terms.

Purchases and sales of forward foreign currency contracts having the same settlement date and broker are offset and any realized gain (loss) recognized on the date of offset: otherwise, gain (loss) is recognized on settlement date. Contracts that have been offset with different counterparties are reflected as both a contract to buy and a contract to sell in the Schedule of Investments under the caption "Forward Foreign Currency Contracts."

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

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $23,096,237,447 and $24,667,165,009, respectively.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Diversified International as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .78% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to account size and type of account of the shareholders of Diversified International and asset-based fees of .05% of average net assets for Class K. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Diversified International. For the period, the transfer agent fees for Diversified International were equivalent to the annualized rate of .22% of average net assets.

For the period, each class paid the following transfer agent fees:

 

Amount

Diversified International

$ 107,791,225

Class K

47,731

 

$ 107,838,956

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $38,904 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $100,320 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $41,104,703.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Diversified International operating expenses. During the period, this reimbursement reduced the class' expenses by $12,762.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $6,147,236 for the period In addition, through arrangements with each class'

Annual Report

9. Expense Reductions - continued

transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $48,429. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Diversified International

$ 1,954,766

Class K

585

Total

$ 1,955,351

10. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $46,909, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Diversified International

$ 623,834,183

$ 425,826,410

From net realized gain

 

 

Diversified International

$ 3,411,186,315

$ 2,968,965,380

Annual Report

Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008 A

2007

2008 A

2007

Diversified International

 

 

 

 

Shares sold

306,179,666

326,379,078

$ 10,595,590,795

$ 12,905,719,605

Conversion to Class K

(43,282,557)

-

(933,288,874)

-

Reinvestment of distributions

95,512,855

90,046,217

3,896,924,337

3,274,080,069

Shares redeemed

(390,314,331)

(266,671,784)

(13,365,445,996)

(10,504,509,010)

Net increase (decrease)

(31,904,367)

149,753,511

$ 193,780,262

$ 5,675,290,664

Class K

 

 

 

 

Shares sold

1,216,070

-

$ 245,180,524

$ -

Conversion from Diversified International

43,251,317

-

933,288,874

-

Shares redeemed

(2,048,185)

-

(50,686,523)

-

Net increase (decrease)

42,419,202

-

$ 1,127,782,875

$ -

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

Annual Report

Overseas

Shareholder Expense Example

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

The actual expense Example is based on an investment on $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for Overseas and for the entire period (May 9, 2008 to October 31, 2008) for Class K. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Overseas

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 564.40

$ 4.33 B

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.58 C

Class K

.96%

 

 

 

Actual

 

$ 1,000.00

$ 565.60

$ 3.61 B

Hypothetical A

 

$ 1,000.00

$ 1,020.31

$ 4.88 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Overseas and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Overseas

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Overseas

-50.88%

2.59%

2.03%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Overseas, a class of the fund, on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI EAFE Index performed over the same period.


fid141

Annual Report

Overseas

Management's Discussion of Fund Performance

Comments from Ian Hart, Portfolio Manager of Fidelity® Overseas Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

The fund's Retail Class shares fell 50.88% for the year, trailing the MSCI EAFE index, mostly due to unfavorable security selection. A large amount of this underperformance came from some of the fund's biggest positions, especially in the energy and utilities sectors, which were among the hardest-hit by the abrupt slowdown in global growth. Aker Solutions, a Norwegian engineering and construction services company with heavy exposure to deep-water energy production, was the biggest detractor, its order book getting thinner as oil prices retreated. Similarly, Hochtief, a German construction company, and Veolia Environnement, a French water and waste management utility, also fell hard as new orders slowed. Suzlon Energy, an out-of-index India-based maker of wind turbines, experienced a manufacturing quality-control problem, among other issues, which punished the stock and led me to sell the position. On the upside, the fund's best contributors were NTT DoCoMo, a Japanese mobile phone operator whose solid results also were helped by the appreciating yen; U.S.-based Baxter International, a multinational medical products company with interests in the growing blood plasma market; and Actelion, a Swiss drug maker. An average cash position of around 6% also gave us a nice lift.

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

Annual Report

Overseas

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid107

United Kingdom

22.3%

 

fid109

Japan

16.0%

 

fid111

France

14.8%

 

fid113

Germany

10.2%

 

fid115

Switzerland

7.4%

 

fid117

Hong Kong

5.5%

 

fid119

United States of America

5.4%

 

fid121

Italy

4.3%

 

fid123

Indonesia

2.8%

 

fid125

Other

11.3%

 

fid153

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

 

As of April 30, 2008

fid107

France

16.7%

 

fid109

United States of America

13.0%

 

fid111

Japan

10.9%

 

fid113

United Kingdom

10.3%

 

fid115

Germany

9.0%

 

fid117

Italy

6.7%

 

fid119

Switzerland

5.1%

 

fid121

Hong Kong

4.1%

 

fid123

Brazil

3.5%

 

fid125

Other

20.7%

 

fid165

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.0

91.4

Short-Term Investments and Net Other Assets

1.0

8.6

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

4.7

4.1

Unilever PLC (United Kingdom, Food Products)

3.5

0.0

Pernod Ricard SA (France, Beverages)

3.3

5.7

PT Indosat Tbk sponsored ADR (Indonesia, Diversified Telecommunication Services)

2.8

2.3

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

2.2

0.0

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

2.0

0.9

Sodexho Alliance SA ADR (France, Hotels, Restaurants & Leisure)

1.9

1.9

Vivo Participacoes SA sponsored ADR (Brazil, Wireless Telecommunication Services)

1.8

2.4

NTT DoCoMo, Inc. (Japan, Wireless Telecommunication Services)

1.6

1.2

GlaxoSmithKline PLC (United Kingdom, Pharmaceuticals)

1.6

0.0

 

25.4

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.2

23.2

Telecommunication Services

13.5

12.1

Consumer Staples

13.1

6.7

Health Care

12.8

5.5

Consumer Discretionary

10.5

6.3

Energy

8.2

7.5

Materials

5.8

7.0

Information Technology

5.8

4.9

Industrials

5.4

10.4

Utilities

4.7

7.8

Annual Report

Overseas

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 99.0%

Shares

Value

Australia - 1.2%

AMP Ltd.

5,900,427

$ 21,451,719

CSL Ltd.

1,874,540

45,564,430

TOTAL AUSTRALIA

67,016,149

Bermuda - 0.7%

Willis Group Holdings Ltd.

1,517,900

39,829,696

Brazil - 1.8%

Vivo Participacoes SA sponsored ADR (d)

9,054,040

99,051,198

Canada - 0.5%

Harry Winston Diamond Corp.

3,059,000

29,808,633

China - 0.7%

Global Bio-Chem Technology Group Co. Ltd.

103,690,000

14,451,053

Li Ning Co. Ltd.

19,226,000

23,792,971

TOTAL CHINA

38,244,024

Finland - 0.7%

Nokia Corp. sponsored ADR

2,429,600

36,881,328

France - 14.8%

Accor SA (d)

913,100

35,524,443

Alstom SA

582,100

28,851,014

AXA SA

1,376,500

26,296,713

BNP Paribas SA

285,200

20,591,810

Carrefour SA

1,426,300

60,253,971

Credit Agricole SA

2,742,800

39,680,113

GDF Suez

1,321,000

59,048,125

L'Oreal SA

392,400

29,714,113

Pernod Ricard SA

2,824,084

183,900,633

Pinault Printemps-Redoute SA

420,000

26,766,784

Sanofi-Aventis

769,900

48,778,637

Societe Generale Series A

800,900

43,653,059

Sodexo Alliance SA ADR

2,159,000

102,012,750

Total SA Series B

1,083,100

59,585,051

Unibail-Rodamco

200,300

30,041,937

Veolia Environnement

825,937

20,468,052

TOTAL FRANCE

815,167,205

Germany - 10.2%

Adidas-Salomon AG

1,562,900

55,497,675

Allianz AG (Reg.)

344,600

25,788,756

BASF AG

852,300

28,659,652

Bayer AG

973,500

54,194,446

Daimler AG

1,775,500

61,254,750

Deutsche Bank AG

346,600

13,161,450

Deutsche Bank AG (NY Shares)

233,800

8,879,724

Deutsche Boerse AG

568,883

45,486,444

E.ON AG

1,528,773

58,485,949

Hochtief AG (d)

172,994

5,406,570

Linde AG

615,800

51,715,981

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

387,176

51,387,938

 

Shares

Value

RWE AG

942,800

$ 78,788,883

SAP AG

615,000

21,897,789

TOTAL GERMANY

560,606,007

Hong Kong - 5.5%

China Unicom Ltd. sponsored ADR (d)

17,825,600

256,866,894

Hutchison Whampoa Ltd.

8,687,000

46,388,580

TOTAL HONG KONG

303,255,474

India - 1.7%

Allahabad Bank

10,885,323

10,799,305

Bank of Baroda

6,190,852

30,755,998

Gammon India Ltd.

3,139,930

4,904,991

Satyam Computer Services Ltd. sponsored ADR

2,853,000

44,877,690

TOTAL INDIA

91,337,984

Indonesia - 2.8%

PT Indosat Tbk sponsored ADR (d)

6,386,238

155,121,721

Italy - 4.3%

Banco Popolare Scarl

2,395,200

29,879,990

Enel SpA

5,368,900

35,919,306

ENI SpA

3,616,300

86,314,376

Impregilo SpA (a)(d)

13,600,300

35,875,750

Mediobanca SpA

1,528,200

17,447,116

UniCredit SpA

12,950,400

31,686,062

TOTAL ITALY

237,122,600

Japan - 16.0%

Aeon Co. Ltd.

792,900

7,602,786

Asahi Glass Co. Ltd.

1,758,000

11,046,315

Bridgestone Corp.

2,807,500

49,081,003

Canon, Inc. sponsored ADR

1,556,900

53,354,963

Citizen Holdings Co. Ltd.

5,351,200

29,607,195

Daiichi Sankyo Co. Ltd.

972,400

19,937,971

East Japan Railway Co.

5,336

37,969,062

Fujifilm Holdings Corp.

1,104,000

25,413,193

Hitachi Ltd.

6,430,000

30,187,662

Honda Motor Co. Ltd. sponsored ADR (d)

810,500

20,076,085

Japan Tobacco, Inc.

14,930

52,964,092

Komatsu Ltd.

711,200

7,818,299

Mitsubishi Corp.

1,168,800

19,590,258

Mitsubishi UFJ Financial Group, Inc.

13,442,100

84,468,186

Nintendo Co. Ltd.

83,800

26,145,599

Nippon Yusen KK

2,819,000

13,631,089

Nomura Holdings, Inc.

5,930,400

56,183,746

NTT DoCoMo, Inc.

57,113

90,573,692

Ricoh Co. Ltd.

2,680,000

28,840,742

Seven & I Holdings Co. Ltd.

1,274,200

35,775,128

Sumitomo Mitsui Financial Group, Inc.

16,164

64,796,007

T&D Holdings, Inc.

695,150

26,554,297

Common Stocks - continued

Shares

Value

Japan - continued

THK Co. Ltd.

1,646,800

$ 22,550,571

Toyota Motor Corp. sponsored ADR

874,000

66,502,660

TOTAL JAPAN

880,670,601

Luxembourg - 0.5%

ArcelorMittal SA (NY Shares)
Class A (d)

1,015,000

26,643,750

Netherlands - 0.1%

Unilever NV (Certificaten Van Aandelen)

221,300

5,333,214

Netherlands Antilles - 0.4%

Schlumberger Ltd. (NY Shares)

432,500

22,338,625

Norway - 0.3%

Aker Solutions ASA

3,239,950

17,718,247

Portugal - 0.4%

Galp Energia SGPS SA Class B

2,433,100

22,119,456

Spain - 1.7%

Repsol YPF SA sponsored ADR (d)

2,556,500

48,880,280

Telefonica SA sponsored ADR

778,400

43,208,984

TOTAL SPAIN

92,089,264

Switzerland - 7.4%

Actelion Ltd. (Reg.) (a)

693,363

36,620,979

EFG International

673,735

14,500,783

Nestle SA (Reg.)

1,947,840

75,729,314

Novartis AG sponsored ADR

1,580,500

80,589,695

Roche Holding AG (participation certificate)

736,473

112,602,220

Sonova Holding AG

698,935

29,034,883

UBS AG (For. Reg.)

2,832,544

48,050,196

Zurich Financial Services AG (Reg.)

42,582

8,637,074

TOTAL SWITZERLAND

405,765,144

Turkey - 0.6%

Turkcell Iletisim Hizmet AS sponsored ADR

2,678,300

32,862,741

United Kingdom - 22.3%

3i Group PLC

3,985,900

34,762,749

Anglo American PLC ADR

2,950,200

37,025,010

BAE Systems PLC

8,241,700

46,320,575

Barclays PLC Sponsored ADR (d)

1,996,700

21,504,459

BG Group PLC

2,270,500

33,381,197

BT Group PLC

10,661,000

20,030,039

Experian PLC

4,923,800

27,151,274

GlaxoSmithKline PLC

4,576,800

87,973,349

HBOS PLC

2,103,841

3,444,463

HSBC Holdings PLC sponsored ADR (d)

1,037,100

61,188,900

Kingfisher PLC

12,348,400

22,789,191

Land Securities Group PLC

1,906,600

33,839,383

Lloyds TSB Group PLC sponsored ADR (d)

3,016,600

38,129,824

Man Group PLC

4,212,300

24,316,634

 

Shares

Value

Marks & Spencer Group PLC

7,576,600

$ 26,856,971

Misys PLC

11,932,200

21,363,111

Pearson PLC

2,180,700

21,717,783

Prudential PLC

2,669,000

13,405,636

Rexam PLC

4,242,700

25,562,541

Rio Tinto PLC (Reg.)

1,380,500

64,478,162

Royal Bank of Scotland Group PLC

7,681,297

8,460,032

Royal Dutch Shell PLC Class B ADR

2,154,300

119,111,247

Shire PLC

3,897,100

51,246,650

Smith & Nephew PLC

5,925,800

54,251,922

Standard Chartered PLC (United Kingdom)

1,896,800

31,344,600

Unilever PLC

8,647,200

194,242,572

Vodafone Group PLC sponsored ADR

2,245,900

43,278,493

William Hill PLC

6,391,800

19,650,410

WPP Group PLC

7,373,000

44,098,024

TOTAL UNITED KINGDOM

1,230,925,201

United States of America - 4.4%

Baxter International, Inc.

794,800

48,077,452

Estee Lauder Companies, Inc. Class A

920,100

33,160,404

Freeport-McMoRan Copper & Gold, Inc. Class B

1,917,100

55,787,610

Hess Corp.

612,400

36,872,604

Johnson & Johnson

525,000

32,203,500

The Coca-Cola Co.

609,400

26,850,164

Virgin Media, Inc.

1,454,543

8,378,168

TOTAL UNITED STATES OF AMERICA

241,329,902

TOTAL COMMON STOCKS

(Cost $7,355,907,113)

5,451,238,164

Money Market Funds - 6.9%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

314,710,301

314,710,301

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

65,761,125

65,761,125

TOTAL MONEY MARKET FUNDS

(Cost $380,471,426)

380,471,426

TOTAL INVESTMENT PORTFOLIO - 105.9%

(Cost $7,736,378,539)

5,831,709,590

NET OTHER ASSETS - (5.9)%

(322,531,422)

NET ASSETS - 100%

5,509,178,168

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 13,797,316

Fidelity Securities Lending Cash Central Fund

10,402,470

Total

$ 24,199,786

Other Affiliated Issuers

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

Affiliates

Value,
beginning
of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Aker Solutions ASA

$ 509,546,689

$ 14,659,742

$ 238,544,438

$ 4,093,592

$ -

Global Bio-Chem Technology Group Co. Ltd.

42,632,796

14,345,947

12,428,483

556,974

-

Harry Winston Diamond Corp.

-

15,228,392

10,609,736

507,037

-

Impregilo SpA

135,232,253

46,487,532

46,151,761

-

-

Total

$ 687,411,738

$ 90,721,613

$ 307,734,418

$ 5,157,603

$ -

Income Tax Information

At October 31, 2008, the Fund had a capital loss carryforward of approximately $859,201,568 all of which will expire on October 31, 2016.

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

Annual Report

Overseas

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $62,305,881) - See accompanying schedule:

Unaffiliated issuers (cost $7,355,907,113)

$ 5,451,238,164

 

Fidelity Central Funds (cost $380,471,426)

380,471,426

 

Total Investments (cost $7,736,378,539)

 

$ 5,831,709,590

Receivable for investments sold

161,451,447

Receivable for fund shares sold

19,472,456

Dividends receivable

13,604,003

Distributions receivable from Fidelity Central Funds

800,371

Prepaid expenses

2,499

Other receivables

9,811,804

Total assets

6,036,852,170

 

 

 

Liabilities

Payable to custodian bank

$ 15,624,667

Payable for investments purchased

437,886,164

Payable for fund shares redeemed

2,793,734

Accrued management fee

3,443,571

Other affiliated payables

1,632,523

Other payables and accrued expenses

532,218

Collateral on securities loaned, at value

65,761,125

Total liabilities

527,674,002

 

 

 

Net Assets

$ 5,509,178,168

Net Assets consist of:

 

Paid in capital

$ 8,217,883,477

Undistributed net investment income

101,205,874

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

(905,086,866)

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

(1,904,824,317)

Net Assets

$ 5,509,178,168

 

 

 

Overseas:
Net Asset Value, offering price and redemption price per share ($5,464,901,080 ÷ 214,875,924 shares)

$ 25.43

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($44,277,088 ÷ 1,739,432 shares)

$ 25.45

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends (including $5,157,603 earned from other affiliated issuers)

 

$ 192,592,406

Interest

 

142,565

Income from Fidelity Central Funds (including $10,402,470 from security lending)

 

24,199,786

 

 

216,934,757

Less foreign taxes withheld

 

(19,577,193)

Total income

 

197,357,564

 

 

 

Expenses

Management fee
Basic fee

$ 57,800,495

Performance adjustment

10,393,355

Transfer agent fees

19,460,444

Accounting and security lending fees

1,755,747

Custodian fees and expenses

1,632,455

Independent trustees' compensation

36,451

Depreciation in deferred trustee compensation account

(2,521)

Registration fees

118,692

Audit

102,454

Legal

48,842

Interest

15,524

Miscellaneous

843,473

Total expenses before reductions

92,205,411

Expense reductions

(2,978,136)

89,227,275

Net investment income (loss)

108,130,289

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(797,144,495)

Other affiliated issuers

(103,193,270)

 

Foreign currency transactions

(2,599,494)

Total net realized gain (loss)

 

(902,937,259)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $350,879)

(4,444,932,593)

Assets and liabilities in foreign currencies

(21,643)

Total change in net unrealized appreciation (depreciation)

 

(4,444,954,236)

Net gain (loss)

(5,347,891,495)

Net increase (decrease) in net assets resulting from operations

$ (5,239,761,206)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 108,130,289

$ 119,216,448

Net realized gain (loss)

(902,937,259)

1,120,668,756

Change in net unrealized appreciation (depreciation)

(4,444,954,236)

1,583,404,106

Net increase (decrease) in net assets resulting from operations

(5,239,761,206)

2,823,289,310

Distributions to shareholders from net investment income

(93,919,303)

(85,344,347)

Distributions to shareholders from net realized gain

(947,430,820)

(719,995,618)

Total distributions

(1,041,350,123)

(805,339,965)

Share transactions - net increase (decrease)

2,246,479,755

307,878,697

Redemption fees

456,294

238,697

Total increase (decrease) in net assets

(4,034,175,280)

2,326,066,739

 

 

 

Net Assets

Beginning of period

9,543,353,448

7,217,286,709

End of period (including undistributed net investment income of $101,205,874 and undistributed net investment income of $106,479,330, respectively)

$ 5,509,178,168

$ 9,543,353,448

Financial Highlights - Overseas

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 58.39

$ 47.08

$ 37.65

$ 32.21

$ 29.19

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .55

.70

.63

.39

.17 E

Net realized and unrealized gain (loss)

  (27.19)

15.80

9.37

5.35

3.15

Total from investment operations

  (26.64)

16.50

10.00

5.74

3.32

Distributions from net investment income

  (.57)

(.55)

(.41)

(.19)

(.30)

Distributions from net realized gain

  (5.75)

(4.64)

(.16)

(.11)

-

Total distributions

  (6.32)

(5.19)

(.57)

(.30)

(.30)

Redemption fees added to paid in capital B, G

  -

-

-

-

-

Net asset value, end of period

$ 25.43

$ 58.39

$ 47.08

$ 37.65

$ 32.21

Total Return A

  (50.88)%

38.79%

26.83%

17.90%

11.45%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.13%

.95%

1.00%

.93%

1.05%

Expenses net of fee waivers, if any

  1.13%

.95%

1.00%

.93%

1.05%

Expenses net of all reductions

  1.10%

.91%

.90%

.86%

1.01%

Net investment income (loss)

  1.33%

1.43%

1.43%

1.11%

.55% E

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 5,464,901

$ 9,543,353

$ 7,217,287

$ 4,733,797

$ 4,182,103

Portfolio turnover rate D

  113%

87%

132%

87%

79%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income (loss) to average net assets would have been .52%. F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 45.00

Income from Investment Operations

 

Net investment income (loss) D

  .13

Net realized and unrealized gain (loss)

  (19.68)

Total from investment operations

  (19.55)

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 25.45

Total Return B, C

  (43.44)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .96% A

Expenses net of fee waivers, if any

  .96% A

Expenses net of all reductions

  .93% A

Net investment income (loss)

  1.08% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 44,277

Portfolio turnover rate F

  113%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of long-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Overseas Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Overseas and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund commenced sale of Class K shares and the existing class was designated Overseas on May 9, 2008. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

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

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

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

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

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

Annual Report

3. Significant Accounting Policies - continued

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

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

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation and losses deferred due to wash sales.

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

Unrealized appreciation

$ 169,074,168

Unrealized depreciation

(2,119,783,780)

Net unrealized appreciation (depreciation)

(1,950,709,612)

Undistributed ordinary income

60,427,430

Capital loss carryforward

(859,201,568)

 

 

Cost for federal income tax purposes

$ 7,782,419,202

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 204,315,590

$ 313,446,407

Long-term Capital Gains

837,034,533

491,893,558

Total

$ 1,041,350,123

$ 805,339,965

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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $10,177,265,207 and $8,779,633,729, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Overseas as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .84% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to account size and type of account of the shareholders of Overseas and asset-based fees of .05% of average net assets for Class K. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Overseas. For the period, the transfer agent fees for Overseas were equivalent to an annualized rate of .24% of average net assets.

For the period, each class paid the following transfer agent fees:

 

Amount

Overseas

$ 19,458,605

Class K

1,839

 

$ 19,460,444

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $19,859 for the period.

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

Borrower or Lender

Average Daily Loan Balance

Weighted Average Interest Rate

Interest Expense

Borrower

$ 56,930,500

4.75%

$ 15,023

Annual Report

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $16,603 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

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

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $7,800,000. The weighted average interest rate was 2.31%. The interest expense amounted to $501 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Overseas operating expenses. During the period, this reimbursement reduced the class' expenses by $12,763.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,579,319 for the period. In addition, through arrangements with and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $15,936. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Overseas

$ 370,118

11. Other.

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

At the end of the period, Fidelity Freedom 2020 Fund was the owner of record of approximately 11% of the total outstanding shares of the Fund. The Fidelity Freedom Funds were the owners of record, in the aggregate of approximately 44% of the total outstanding shares of the Fund.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $55,778, which is recorded in the accompanying Statement of Operations.

Annual Report

Notes to Financial Statements - continued

11. Other - continued

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Overseas

$ 93,919,303

$ 85,344,347

From net realized gain

 

 

Overseas

$ 947,430,820

$ 719,995,618

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008A

2007

2008A

2007

Overseas

 

 

 

 

Shares sold

76,040,831

41,499,511

$ 2,985,572,846

$ 2,023,578,024

Conversion to Class K

(1,789,301)

-

(50,752,081)

-

Reinvestment of distributions

20,825,405

18,292,055

1,030,024,482

797,167,795

Shares redeemed

(43,642,881)

(49,648,078)

(1,767,850,377)

(2,512,867,122)

Net increase (decrease)

51,434,054

10,143,488

$ 2,196,994,870

$ 307,878,697

Class K

 

 

 

 

Shares sold

23,823

-

$ 671,729

$ -

Conversion from Overseas

1,787,998

-

50,752,081

-

Shares redeemed

(72,389)

-

(1,938,925)

-

Net increase (decrease)

1,739,432

-

$ 49,484,885

$ -

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

Annual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to
October 31, 2008

Aggressive International

.83%

 

 

 

Actual

 

$ 1,000.00

$ 518.90

$ 3.17

HypotheticalA

 

$ 1,000.00

$ 1,020.96

$ 4.22

Worldwide

1.23%

 

 

 

Actual

 

$ 1,000.00

$ 658.80

$ 5.13

HypotheticalA

 

$ 1,000.00

$ 1,018.95

$ 6.24

A 5% return per year before expenses

* Expenses are equal to each Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366(to reflect the one-half year period).

Annual Report

Aggressive International

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10 years

Fidelity Aggressive International Fund A

-55.30%

-4.42%

0.39%

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

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Aggressive International Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI ACWISM (All Country World Index) ex USA Index performed over the same period.


fid167

Annual Report

Aggressive International

Management's Discussion of Fund Performance

Comments from Sammy Simnegar, Portfolio Manager of Fidelity® Aggressive International Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

Aggressive International was down 55.30% for the 12-month period, compared with a 48.46% drop for the MSCI All Country World ex USA Index. Ineffective stock picks accounted for all of this underperformance and easily offset the small gain achieved versus the index through our overweightings in the traditionally defensive health care and consumer staples sectors, as well as an underweighting in the weak financials group and maintaining an average cash position of around 3%. Several of the fund's worst performers were in the hard-hit materials sector, including out-of-index positions in Mercator Minerals, a Canadian mining company, and U.S.-listed paper/pulp producer AbitibiBowater, the latter of which was sold by period end. Several of our holdings in energy, consumer discretionary, financials and information technology also took significant body blows, among them Babcock & Brown, an Australian asset management company that is no longer held in the portfolio, and Gazprom, the giant Russian natural gas producer. On the plus side, our best results came from Tokyo-based Shinsei Bank, which was sold from the portfolio at a nice profit; Swiss consumer staples giant Nestle; and out-of-index tobacco retailer Philip Morris International.

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

Annual Report

Aggressive International

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid107

United Kingdom

15.4%

 

fid109

United States of America

10.8%

 

fid111

Japan

10.6%

 

fid113

Germany

7.8%

 

fid115

Canada

7.7%

 

fid117

Switzerland

7.3%

 

fid119

France

7.1%

 

fid121

Russia

4.9%

 

fid123

Spain

3.2%

 

fid125

Other

25.2%

 

fid179

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

As of April 30, 2008

fid107

United Kingdom

14.0%

 

fid109

Japan

12.0%

 

fid111

Germany

8.7%

 

fid113

Canada

7.9%

 

fid115

France

6.7%

 

fid117

Australia

5.6%

 

fid119

United States of America

5.5%

 

fid121

Switzerland

3.8%

 

fid123

Italy

3.5%

 

fid125

Other

32.3%

 

fid191

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.0

95.0

Bonds

1.1

0.0

Short-Term Investments and Net Other Assets

2.9

5.0

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

OAO Gazprom sponsored ADR (Russia, Oil, Gas & Consumable Fuels)

3.0

1.9

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

3.0

1.9

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

2.4

0.0

Telefonica SA (Spain, Diversified Telecommunication Services)

2.2

1.5

BHP Billiton PLC (United Kingdom, Metals & Mining)

2.1

0.0

E.ON AG (Germany, Electric Utilities)

2.0

1.5

RWE AG (Germany, Multi-Utilities)

1.9

0.0

GDF Suez (France, Multi-Utilities)

1.9

0.0

East Japan Railway Co. (Japan, Road & Rail)

1.7

1.0

Imperial Tobacco Group PLC (United Kingdom, Tobacco)

1.7

0.0

 

21.9

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.3

22.6

Industrials

13.0

12.5

Energy

11.9

9.7

Materials

11.1

10.2

Consumer Staples

9.9

7.6

Health Care

8.7

4.3

Utilities

8.2

6.3

Telecommunication Services

4.8

7.5

Consumer Discretionary

3.1

9.3

Information Technology

2.1

5.0

Annual Report

Aggressive International

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 96.0%

Shares

Value

Australia - 1.1%

CSL Ltd.

92,249

$ 2,242,296

Bermuda - 0.7%

Central European Media Enterprises Ltd. Class A (a)

54,100

1,445,011

Brazil - 2.8%

Companhia Vale do Rio Doce (PN-A) sponsored ADR

246,100

2,881,831

MRV Engenharia e Participacoes SA

243,500

1,261,267

Uniao de Bancos Brasileiros SA (Unibanco) GDR

23,700

1,494,996

TOTAL BRAZIL

5,638,094

Canada - 7.7%

Absolute Software Corp. (a)

402,100

1,300,539

Agnico-Eagle Mines Ltd.

66,200

1,826,018

Canadian Natural Resources Ltd.

53,600

2,703,559

Consolidated Thompson Iron Mines Ltd. (a)

717,800

1,160,814

EnCana Corp.

55,400

2,813,188

Goldcorp, Inc.

112,600

2,104,830

Mercator Minerals Ltd. (a)

875,600

1,750,038

Suncor Energy, Inc.

87,700

2,105,586

TOTAL CANADA

15,764,572

Cayman Islands - 1.1%

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

125,900

2,203,250

China - 0.8%

Focus Media Holding Ltd. ADR (a)(d)

92,900

1,721,437

Czech Republic - 1.3%

Ceske Energeticke Zavody AS

60,800

2,631,041

Denmark - 1.2%

Vestas Wind Systems AS (a)

59,000

2,416,623

France - 7.1%

Alstom SA

45,100

2,235,322

AXA SA

124,000

2,368,901

BNP Paribas SA

43,200

3,119,096

GDF Suez

86,600

3,870,982

Saft Groupe SA

55,000

1,606,841

Societe Generale Series A

25,100

1,368,076

TOTAL FRANCE

14,569,218

Germany - 7.8%

Allianz AG (Reg.)

30,100

2,252,587

E.ON AG

104,300

3,990,183

Q-Cells AG (a)(d)

62,675

2,465,651

RWE AG

47,700

3,986,243

Siemens AG sponsored ADR (d)

52,900

3,181,935

TOTAL GERMANY

15,876,599

Greece - 1.1%

Public Power Corp. of Greece

176,100

2,177,506

 

Shares

Value

Hong Kong - 0.9%

CNOOC Ltd.

2,300,000

$ 1,888,471

India - 0.5%

ICICI Bank Ltd. sponsored ADR

65,300

1,115,977

Ireland - 1.6%

CRH PLC sponsored ADR

98,900

2,092,724

Dragon Oil PLC (a)

430,800

1,114,503

TOTAL IRELAND

3,207,227

Israel - 2.3%

Israel Chemicals Ltd.

188,700

1,829,154

Teva Pharmaceutical Industries Ltd. sponsored ADR (d)

65,800

2,821,504

TOTAL ISRAEL

4,650,658

Italy - 2.2%

Intesa Sanpaolo SpA

616,300

2,254,401

UniCredit SpA

928,800

2,272,518

TOTAL ITALY

4,526,919

Japan - 10.6%

East Japan Railway Co.

492

3,500,895

Hisamitsu Pharmaceutical Co., Inc.

44,200

1,842,141

Mitsubishi Corp.

154,700

2,592,927

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

510,042

3,197,963

Mitsui & Co. Ltd.

228,000

2,209,096

Nomura Holdings, Inc. sponsored ADR (d)

228,500

2,147,900

Sumitomo Mitsui Financial Group, Inc.

649

2,601,621

Terumo Corp.

51,300

2,137,920

Tsumura & Co.

60,700

1,553,368

TOTAL JAPAN

21,783,831

Mexico - 0.3%

Desarrolladora Homex Sab de CV (a)

146,500

561,773

Netherlands - 1.3%

Unilever NV (NY Shares)

111,363

2,678,280

Norway - 0.7%

Renewable Energy Corp. AS (a)(d)

153,800

1,451,078

Russia - 4.9%

Mobile TeleSystems OJSC sponsored ADR

48,716

1,907,231

OAO Gazprom sponsored ADR

301,865

6,173,137

OJSC Rosneft unit

439,300

2,020,780

TOTAL RUSSIA

10,101,148

South Africa - 1.9%

FirstRand Ltd.

1,026,800

1,470,310

MTN Group Ltd.

217,900

2,431,024

TOTAL SOUTH AFRICA

3,901,334

Common Stocks - continued

Shares

Value

Spain - 3.2%

Grifols SA

107,110

$ 2,131,573

Telefonica SA

238,500

4,415,812

TOTAL SPAIN

6,547,385

Switzerland - 7.3%

Alcon, Inc.

11,400

1,004,568

Credit Suisse Group sponsored ADR

61,100

2,285,140

Nestle SA (Reg.)

156,956

6,102,231

UBS AG (NY Shares)

194,200

3,281,980

Zurich Financial Services AG (Reg.)

10,869

2,204,602

TOTAL SWITZERLAND

14,878,521

Taiwan - 0.5%

HTC Corp.

94,000

1,121,389

Turkey - 1.8%

Tupras-Turkiye Petrol Rafinerileri AS

145,000

1,831,816

Turkiye Garanti Bankasi AS (a)

1,194,000

1,949,325

TOTAL TURKEY

3,781,141

United Kingdom - 15.4%

BAE Systems PLC

436,800

2,454,934

BG Group PLC

220,400

3,240,351

BHP Billiton PLC

247,012

4,193,880

British American Tobacco PLC (United Kingdom)

98,800

2,709,681

HSBC Holdings PLC sponsored ADR (d)

81,500

4,808,500

Imperial Tobacco Group PLC

130,300

3,491,807

Man Group PLC

398,600

2,301,026

Prudential PLC

374,700

1,882,013

Reckitt Benckiser Group PLC

58,600

2,478,463

Vedanta Resources PLC (d)

139,200

1,927,530

Xstrata PLC

123,200

2,106,992

TOTAL UNITED KINGDOM

31,595,177

United States of America - 7.9%

Baxter International, Inc.

32,300

1,953,827

Citigroup, Inc.

71,500

975,975

Goldman Sachs Group, Inc.

14,200

1,313,500

MasterCard, Inc. Class A

13,500

1,995,570

Medco Health Solutions, Inc. (a)

61,800

2,345,310

Meritage Homes Corp. (a)

107,900

1,481,467

Merrill Lynch & Co., Inc.

56,600

1,052,194

Philip Morris International, Inc.

63,800

2,773,386

ProLogis Trust

76,600

1,072,400

SL Green Realty Corp.

27,200

1,143,488

TOTAL UNITED STATES OF AMERICA

16,107,117

TOTAL COMMON STOCKS

(Cost $302,535,578)

196,583,073

Nonconvertible Bonds - 1.1%

 

Principal Amount

Value

Luxembourg - 1.1%

Evraz Group SA 8.875% 4/24/13 (e)

$ 2,030,000

$ 862,750

TNK-BP Finance SA 7.5% 3/13/13 (Reg. S)

860,000

430,000

Vimpel Communications 8.375% 4/30/13 (Issued by VIP Finance Ireland Ltd. for Vimpel Communications) (e)

1,660,000

979,400

TOTAL NONCONVERTIBLE BONDS

(Cost $2,092,850)

2,272,150

Money Market Funds - 9.4%

Shares

 

Fidelity Cash Central Fund, 1.81% (b)

4,212,698

4,212,698

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

14,959,930

14,959,930

TOTAL MONEY MARKET FUNDS

(Cost $19,172,628)

19,172,628

TOTAL INVESTMENT PORTFOLIO - 106.5%

(Cost $323,801,056)

218,027,851

NET OTHER ASSETS - (6.5)%

(13,284,843)

NET ASSETS - 100%

$ 204,743,008

Legend

(a) Non-income producing

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

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

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

(e) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,842,150 or 0.9% of net assets.

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 650,683

Fidelity Securities Lending Cash Central Fund

418,042

Total

$ 1,068,725

Income Tax Information

At October 31, 2008, the Fund had a capital loss carryforward of approximately $160,032,733 all of which will expire on October 31, 2016.

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

Annual Report

Aggressive International

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $14,668,090) - See accompanying schedule:

Unaffiliated issuers (cost $304,628,428)

$ 198,855,223

 

Fidelity Central Funds (cost $19,172,628)

19,172,628

 

Total Investments (cost $323,801,056)

 

$ 218,027,851

Foreign currency held at value (cost $858,713)

858,672

Receivable for investments sold

7,466,575

Receivable for fund shares sold

387,192

Dividends receivable

636,525

Interest receivable

12,564

Distributions receivable from Fidelity Central Funds

23,865

Prepaid expenses

189

Other receivables

471,762

Total assets

227,885,195

 

 

 

Liabilities

Payable for investments purchased

$ 7,753,014

Payable for fund shares redeemed

222,967

Accrued management fee

40,424

Other affiliated payables

87,752

Other payables and accrued expenses

78,100

Collateral on securities loaned, at value

14,959,930

Total liabilities

23,142,187

 

 

 

Net Assets

$ 204,743,008

Net Assets consist of:

 

Paid in capital

$ 472,784,321

Distributions in excess of net investment income

(22)

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

(162,321,049)

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

(105,720,242)

Net Assets, for 27,601,194 shares outstanding

$ 204,743,008

Net Asset Value, offering price and redemption price per share ($204,743,008 ÷ 27,601,194 shares)

$ 7.42

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 9,080,110

Interest

 

42,943

Income from Fidelity Central Funds

 

1,068,725

 

 

10,191,778

Less foreign taxes withheld

 

(934,627)

Total income

 

9,257,151

 

 

 

Expenses

Management fee
Basic fee

$ 3,110,991

Performance adjustment

(1,159,612)

Transfer agent fees

1,267,635

Accounting and security lending fees

229,038

Custodian fees and expenses

208,204

Independent trustees' compensation

2,053

Registration fees

29,091

Audit

74,031

Legal

2,947

Interest

18,295

Miscellaneous

119,416

Total expenses before reductions

3,902,089

Expense reductions

(738,557)

3,163,532

Net investment income (loss)

6,093,619

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $306,372)

(151,106,531)

Foreign currency transactions

(551,528)

Total net realized gain (loss)

 

(151,658,059)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $279,881)

(154,300,416)

Assets and liabilities in foreign currencies

(708,346)

Total change in net unrealized appreciation (depreciation)

 

(155,008,762)

Net gain (loss)

(306,666,821)

Net increase (decrease) in net assets resulting from operations

$ (300,573,202)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

 

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 6,093,619

$ 6,518,932

Net realized gain (loss)

(151,658,059)

88,866,136

Change in net unrealized appreciation (depreciation)

(155,008,762)

21,496,472

Net increase (decrease) in net assets resulting from operations

(300,573,202)

116,881,540

Distributions to shareholders from net investment income

(5,367,651)

(5,378,123)

Distributions to shareholders from net realized gain

(91,658,633)

(70,991,187)

Total distributions

(97,026,284)

(76,369,310)

Share transactions
Proceeds from sales of shares

80,650,507

446,155,386

Reinvestment of distributions

93,225,308

73,093,150

Cost of shares redeemed

(318,648,389)

(288,846,638)

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

(144,772,574)

230,401,898

Redemption fees

20,218

33,598

Total increase (decrease) in net assets

(542,351,842)

270,947,726

 

 

 

Net Assets

Beginning of period

747,094,850

476,147,124

End of period (including distributions in excess of net investment income of $22 and undistributed net investment income of $6,211,246, respectively)

$ 204,743,008

$ 747,094,850

Other Information

Shares

Sold

5,806,116

24,579,741

Issued in reinvestment of distributions

5,991,344

4,454,183

Redeemed

(22,909,358)

(16,564,041)

Net increase (decrease)

(11,111,898)

12,469,883

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 19.30

$ 18.14

$ 17.19

$ 15.21

$ 14.36

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .19

.20

.24

.20

.04

Net realized and unrealized gain (loss)

  (9.54)

3.80

2.70

1.83

.91

Total from investment operations

  (9.35)

4.00

2.94

2.03

.95

Distributions from net investment income

  (.14)

(.20)

(.23)

(.05)

(.10)

Distributions from net realized gain

  (2.39)

(2.64)

(1.77)

-

-

Total distributions

  (2.53)

(2.84)

(2.00)

(.05)

(.10)

Redemption fees added to paid in capital B

  - F

- F

.01

- F

- F

Net asset value, end of period

$ 7.42

$ 19.30

$ 18.14

$ 17.19

$ 15.21

Total Return A

  (55.30)%

24.81%

18.26%

13.37%

6.65%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  .89%

.85%

.87%

.97%

1.24%

Expenses net of fee waivers, if any

  .89%

.85%

.87%

.97%

1.24%

Expenses net of all reductions

  .72%

.79%

.75%

.84%

1.16%

Net investment income (loss)

  1.39%

1.11%

1.36%

1.20%

.27%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 204,743

$ 747,095

$ 476,147

$ 695,714

$ 721,144

Portfolio turnover rate D

  387%

138%

176%

185%

161%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. F Amount represents less than $.01 per share.

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

Annual Report

Worldwide

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Fidelity Worldwide Fund

-40.66%

3.63%

4.45%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Worldwide Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI World Index performed over the same period.


fid193

Annual Report

Worldwide

Management's Discussion of Fund Performance

Comments from William Kennedy, Lead Portfolio Manager of Fidelity® Worldwide Fund and manager of its non-U.S. equity investments, and from Stephen DuFour, Co-Portfolio Manager responsible for the fund's U.S. equity subportfolio

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the 12 months ending October 31, 2008, the fund returned a disappointing -40.66%, compared with -41.63% for the MSCI World Index. The U.S. subportfolio solidly beat its part of the benchmark, while the foreign subportfolio came out behind its portion. For the fund overall, stock picking was weakest in technology, Europe and Japan. Individual detractors included Google, the Internet search engine company, and VMware, a company that develops server-virtualization software. Both U.S.-listed names were hurt by the slowing economy. VMware was no longer in the portfolio at period end. Not owning index component Volkswagen, the German car maker, also was costly, as the stock climbed sharply higher. Masco, a U.S. maker of home building products, fell amid slower consumer spending. The fund picked up ground versus the index from several U.S. stock holdings, investments in financials and energy, and a moderate cash position. Top contributors included Southwestern Energy, a U.S. natural gas company, and Bank of America, a diversified financials firm. Southwestern's gains came initially from rising gas prices and also from its strong production outlook. Bank of America was a winner for the fund because of opportunistic buying.

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

Annual Report

Worldwide

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid107

United States of America

54.0%

 

fid109

United Kingdom

11.6%

 

fid111

Switzerland

7.0%

 

fid113

Japan

6.9%

 

fid115

Germany

5.8%

 

fid117

France

2.9%

 

fid119

Australia

2.5%

 

fid121

Spain

1.9%

 

fid123

Italy

0.9%

 

fid125

Other

6.5%

 

fid205

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

As of April 30, 2008

fid107

United States of America

46.1%

 

fid109

United Kingdom

9.2%

 

fid111

Japan

8.2%

 

fid113

Germany

7.1%

 

fid115

Switzerland

4.3%

 

fid117

Australia

4.0%

 

fid119

France

3.5%

 

fid121

Canada

2.1%

 

fid123

Spain

1.9%

 

fid125

Other

13.6%

 

fid217

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

94.6

98.7

Short-Term Investments and Net Other Assets

5.4

1.3

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

3.8

0.6

Bank of America Corp. (United States of America, Diversified Financial Services)

3.0

0.0

Wal-Mart Stores, Inc. (United States of America, Food & Staples Retailing)

2.9

0.6

Wells Fargo & Co. (United States of America, Commercial Banks)

2.8

0.0

VF Corp. (United States of America, Textiles, Apparel & Luxury Goods)

2.7

0.0

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

2.2

1.5

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

2.2

1.8

Oracle Corp. (United States of America, Software)

2.0

0.4

Philip Morris International, Inc. (United States of America, Tobacco)

1.9

1.0

Pulte Homes, Inc. (United States of America, Household Durables)

1.7

0.0

 

25.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.3

21.4

Health Care

15.6

8.2

Information Technology

12.6

11.0

Consumer Staples

11.2

6.5

Industrials

8.9

13.7

Consumer Discretionary

8.9

7.3

Energy

6.3

12.7

Materials

4.2

8.1

Telecommunication Services

3.9

3.5

Utilities

3.7

5.7

Annual Report

Worldwide

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 93.9%

Shares

Value

Australia - 2.5%

ABB Grain Ltd.

161,565

$ 882,306

Commonwealth Bank of Australia

90,041

2,460,048

Computershare Ltd.

414,627

2,342,866

CSL Ltd.

389,101

9,457,875

National Australia Bank Ltd.

123,243

1,998,703

QBE Insurance Group Ltd.

125,667

2,142,877

Westpac Banking Corp.

14,002

192,014

Woolworths Ltd.

186,332

3,471,709

TOTAL AUSTRALIA

22,948,398

Belgium - 0.1%

Hansen Transmission International NV

373,400

626,311

Brazil - 0.2%

BM&F BOVESPA SA

236,098

627,282

Vivo Participacoes SA sponsored ADR

154,825

1,693,786

TOTAL BRAZIL

2,321,068

Canada - 0.8%

Canadian Natural Resources Ltd.

35,400

1,785,560

Niko Resources Ltd.

32,300

1,414,364

Open Text Corp. (a)

106,200

2,691,551

Petrobank Energy & Resources Ltd. (a)

46,800

892,685

Talisman Energy, Inc.

73,100

722,028

Timminco Ltd. (a)

27,800

156,776

TOTAL CANADA

7,662,964

Cayman Islands - 0.1%

China Dongxiang Group Co. Ltd.

2,856,000

840,212

China - 0.1%

ZTE Corp. (H Shares)

539,680

1,220,318

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)

583,060

85,454

Czech Republic - 0.2%

Ceske Energeticke Zavody AS

41,000

1,774,222

Denmark - 0.5%

Novo Nordisk AS Series B

87,500

4,690,237

Finland - 0.4%

Nokia Corp. sponsored ADR

239,800

3,640,164

France - 2.9%

Alstom SA

64,000

3,172,075

AXA SA

101,700

1,942,881

BNP Paribas SA

72,482

5,233,295

Cap Gemini SA

41,400

1,333,897

CNP Assurances

13,200

1,063,628

Eutelsat Communications

134,400

2,884,661

GDF Suez

89,851

4,016,301

L'Air Liquide SA

41,600

3,589,875

LVMH Moet Hennessy - Louis Vuitton

15,300

1,018,123

Orpea (a)

34,000

1,106,183

 

Shares

Value

Sechilienne-Sidec

11,800

$ 453,076

Societe Generale Series A

26,085

1,421,763

TOTAL FRANCE

27,235,758

Germany - 5.2%

Allianz AG (Reg.)

43,300

3,240,433

Bayer AG

23,100

1,285,970

Bayer AG sponsored ADR

14,000

772,940

Beiersdorf AG

5,200

275,666

Daimler AG (Reg.)

20,600

712,363

Deutsche Bank AG

29,400

1,116,407

Deutsche Boerse AG

15,700

1,255,332

Deutsche Telekom AG (Reg.)

235,500

3,517,522

E.ON AG

256,900

9,828,170

Fresenius Medical Care AG

45,200

2,055,692

GEA Group AG

99,700

1,457,010

Gerresheimer AG

71,500

2,506,645

Linde AG

31,914

2,680,195

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

45,600

6,052,260

Q-Cells AG (a)

21,600

849,750

RWE AG

70,500

5,891,617

Siemens AG (Reg.)

37,500

2,247,232

SolarWorld AG

55,200

1,391,237

Symrise AG

103,800

1,289,321

Wincor Nixdorf AG

14,900

651,898

TOTAL GERMANY

49,077,660

Greece - 0.1%

Public Power Corp. of Greece

108,200

1,337,911

Hong Kong - 0.5%

Cheung Kong Holdings Ltd.

224,000

2,150,728

China Unicom (Hong Kong) Ltd.

774,000

1,105,036

Hang Seng Bank Ltd.

136,200

1,699,423

TOTAL HONG KONG

4,955,187

India - 0.4%

Infosys Technologies Ltd.

42,311

1,233,339

Reliance Industries Ltd.

21,798

619,609

Satyam Computer Services Ltd.

197,732

1,250,115

Titan Industries Ltd.

20,000

419,205

TOTAL INDIA

3,522,268

Indonesia - 0.1%

PT Bumi Resources Tbk

2,570,500

336,547

PT Indosat Tbk

1,434,000

694,188

TOTAL INDONESIA

1,030,735

Ireland - 0.2%

Paddy Power PLC (Ireland)

85,800

1,462,867

Common Stocks - continued

Shares

Value

Israel - 0.4%

Nice Systems Ltd. sponsored ADR (a)

55,700

$ 1,245,452

Teva Pharmaceutical Industries Ltd. sponsored ADR

58,600

2,512,768

TOTAL ISRAEL

3,758,220

Italy - 0.8%

ENI SpA

183,600

4,382,192

Fiat SpA

178,400

1,417,879

Finmeccanica SpA

46,272

566,109

Finmeccanica SpA rights 11/7/08 (a)

72,300

30,746

Prysmian SpA

63,500

770,322

UniCredit SpA

302,400

739,890

TOTAL ITALY

7,907,138

Japan - 6.9%

Aeon Mall Co. Ltd.

62,100

1,532,915

Asics Corp.

216,000

1,353,324

Canon Marketing Japan, Inc.

132,200

2,211,483

Canon, Inc.

101,650

3,556,720

Daiwa Securities Group, Inc.

312,000

1,763,810

East Japan Railway Co.

569

4,048,800

Konica Minolta Holdings, Inc.

119,000

781,470

Matsushita Electric Industrial Co. Ltd.

232,000

3,735,877

Mitsubishi Corp.

181,000

3,033,741

Mitsubishi UFJ Financial Group, Inc.

1,059,900

6,660,256

Mitsui & Co. Ltd.

167,000

1,618,066

Nintendo Co. Ltd.

5,500

1,716,000

Nippon Building Fund, Inc.

157

1,508,535

Nippon Telegraph & Telephone Corp.

587

2,395,263

Nomura Holdings, Inc.

566,900

5,370,728

Promise Co. Ltd.

79,850

1,433,168

Rakuten, Inc.

2,616

1,296,785

Ricoh Co. Ltd.

195,000

2,098,487

Seven & I Holdings Co. Ltd.

65,800

1,847,436

Sony Corp. sponsored ADR

28,900

671,636

Sony Financial Holdings, Inc.

430

1,398,409

Sumitomo Mitsui Financial Group, Inc.

1,180

4,730,221

Tokyo Electron Ltd.

38,500

1,283,673

Toyota Motor Corp.

169,900

6,634,414

Toyota Motor Corp. sponsored ADR

20,000

1,521,800

TOTAL JAPAN

64,203,017

Korea (South) - 0.4%

LG Household & Health Care Ltd.

11,830

1,695,182

NHN Corp. (a)

19,788

2,112,392

TOTAL KOREA (SOUTH)

3,807,574

Luxembourg - 0.3%

Reinet Investments SCA (a)

1,666

17,363

Reinet Investments SCA (a)

10,498

203,824

SES SA (A Shares) FDR unit

138,742

2,377,259

TOTAL LUXEMBOURG

2,598,446

 

Shares

Value

Malaysia - 0.0%

KNM Group Bhd

1,950,800

$ 330,790

Mexico - 0.2%

America Movil SAB de CV Series L sponsored ADR

72,000

2,227,680

Netherlands - 0.8%

AMG Advanced Metallurgical Group NV (a)(d)

33,700

545,506

ASML Holding NV (Netherlands)

27,900

488,427

Gemalto NV (a)

24,700

692,027

Koninklijke KPN NV

377,100

5,310,772

TOTAL NETHERLANDS

7,036,732

Norway - 0.1%

Pronova BioPharma ASA

296,200

769,499

Papua New Guinea - 0.1%

Oil Search Ltd.

377,501

1,143,074

Russia - 0.2%

OAO Gazprom sponsored ADR

93,900

1,920,255

Singapore - 0.1%

Singapore Exchange Ltd.

146,000

522,600

Spain - 1.9%

Banco Santander SA

191,400

2,070,021

Grifols SA

204,453

4,068,776

Red Electrica Corporacion SA

36,400

1,595,457

Repsol YPF SA

64,200

1,220,820

Telefonica SA

463,500

8,581,673

TOTAL SPAIN

17,536,747

Sweden - 0.1%

Modern Times Group MTG AB (B Shares)

32,000

686,522

Switzerland - 7.0%

Actelion Ltd. (Reg.) (a)

102,940

5,436,926

BB BIOTECH AG

21,794

1,381,921

Credit Suisse Group (Reg.)

69,371

2,593,491

EFG International

114,200

2,457,924

Julius Baer Holding AG

31,314

1,224,434

Nestle SA (Reg.)

355,656

13,827,411

Novartis AG:

(Reg.)

45,155

2,291,484

sponsored ADR

239,800

12,227,402

Roche Holding AG (participation certificate)

64,541

9,867,924

SGS Societe Generale de Surveillance Holding SA (Reg.)

1,632

1,606,421

Sonova Holding AG

32,712

1,358,909

Syngenta AG (Switzerland)

23,161

4,328,628

Tecan Group AG

18,800

843,857

The Swatch Group AG (Bearer)

4,250

663,044

UBS AG (For. Reg.)

30,440

516,373

Zurich Financial Services AG (Reg.)

22,441

4,551,796

TOTAL SWITZERLAND

65,177,945

Common Stocks - continued

Shares

Value

Thailand - 0.1%

Total Access Communication PCL (For. Reg.)

807,450

$ 574,004

United Kingdom - 11.6%

AstraZeneca PLC:

(United Kingdom)

89,200

3,779,695

sponsored ADR (d)

180,000

7,642,800

Autonomy Corp. PLC (a)

84,700

1,342,809

BAE Systems PLC

479,600

2,695,481

Barclays PLC

224,100

642,322

BG Group PLC

222,700

3,274,165

BG Group PLC sponsored ADR

12,700

951,230

BHP Billiton PLC

382,900

6,501,047

BP PLC

393,100

3,203,952

British American Tobacco PLC (United Kingdom)

239,300

6,563,022

Capita Group PLC

226,719

2,342,394

Compass Group PLC

224,200

1,042,421

Diageo PLC

82,600

1,260,363

GlaxoSmithKline PLC sponsored ADR

80,800

3,126,960

HSBC Holdings PLC:

(Hong Kong) (Reg.)

219,638

2,614,436

(United Kingdom) (Reg.)

708,200

8,387,039

Imperial Tobacco Group PLC

93,500

2,505,633

Informa PLC

464,800

1,574,534

Man Group PLC

631,700

3,646,658

Misys PLC

480,200

859,738

Prudential PLC

376,900

1,893,063

Reckitt Benckiser Group PLC

152,500

6,449,925

Rio Tinto PLC (Reg.)

96,300

4,497,825

Royal Bank of Scotland Group PLC

579,508

638,259

Royal Dutch Shell PLC Class B

451,900

12,250,295

Shire PLC

103,100

1,355,759

SSL International PLC

366,600

2,475,658

Standard Chartered PLC (United Kingdom)

55,100

910,527

Unilever PLC

198,100

4,449,932

Vodafone Group PLC

3,905,700

7,512,530

Vodafone Group PLC sponsored ADR

73,312

1,412,722

William Morrison Supermarkets PLC

251,900

1,072,442

TOTAL UNITED KINGDOM

108,875,636

United States of America - 48.6%

Amazon.com, Inc. (a)

105,000

6,010,200

Amgen, Inc. (a)

190,000

11,379,100

Apple, Inc. (a)

192,000

20,657,280

Bank of America Corp.

1,147,600

27,737,492

Baxter International, Inc.

175,000

10,585,750

 

Shares

Value

Bristol-Myers Squibb Co.

680,000

$ 13,974,000

C.R. Bard, Inc.

15,000

1,323,750

Capital One Financial Corp. (d)

351,600

13,754,592

Chevron Corp.

90,000

6,714,000

Electronic Arts, Inc. (a)

46,000

1,047,880

Exxon Mobil Corp.

142,700

10,576,924

FMC Corp.

346,200

15,073,548

Genzyme Corp. (a)

33,000

2,405,040

Gilead Sciences, Inc. (a)

150,000

6,877,500

Google, Inc. Class A (sub. vtg.) (a)

57,800

20,771,008

Johnson & Johnson

235,000

14,414,900

Macquarie Infrastructure Co. LLC

8,300

84,245

Masco Corp.

685,000

6,952,750

Meritage Homes Corp. (a)

225,000

3,089,250

Microsoft Corp.

635,000

14,179,550

Oracle Corp. (a)

1,000,800

18,304,632

PACCAR, Inc.

487,800

14,263,272

Philip Morris International, Inc.

418,000

18,170,460

PNC Financial Services Group, Inc.

50,000

3,333,500

Procter & Gamble Co.

110,000

7,099,400

Pulte Homes, Inc.

1,412,090

15,730,683

QUALCOMM, Inc.

308,800

11,814,688

Questar Corp.

265,000

9,131,900

Southwestern Energy Co. (a)

249,000

8,869,380

The Coca-Cola Co.

170,000

7,490,200

The Travelers Companies, Inc.

205,000

8,722,750

Union Pacific Corp.

534,600

35,695,237

VF Corp. (d)

450,300

24,811,530

Visa, Inc.

24,800

1,372,680

W.R. Berkley Corp.

316,100

8,303,947

Wal-Mart Stores, Inc.

477,600

26,654,856

Wells Fargo & Co.

780,700

26,582,835

TOTAL UNITED STATES OF AMERICA

453,960,709

TOTAL COMMON STOCKS

(Cost $1,024,713,101)

877,468,322

Nonconvertible Preferred Stocks - 0.7%

 

 

 

 

Germany - 0.6%

Fresenius AG (non-vtg.)

79,700

5,140,031

Italy - 0.1%

Intesa Sanpaolo SpA

378,900

1,124,625

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $7,997,277)

6,264,656

Government Obligations - 0.0%

 

Principal Amount

 

United States of America - 0.0%

U.S. Treasury Bills, yield at date of purchase 1.68% 12/4/08
(Cost $499,202)

$ 500,000

499,871

Money Market Funds - 9.4%

Shares

Value

Fidelity Cash Central Fund, 1.81% (b)

72,616,115

$ 72,616,115

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

15,655,600

15,655,600

TOTAL MONEY MARKET FUNDS

(Cost $88,271,715)

88,271,715

TOTAL INVESTMENT PORTFOLIO - 104.0%

(Cost $1,121,481,295)

972,504,564

NET OTHER ASSETS - (4.0)%

(37,619,217)

NET ASSETS - 100%

$ 934,885,347

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,902,128

Fidelity Securities Lending Cash Central Fund

607,439

Total

$ 2,509,567

Income Tax Information

At October 31, 2008, the Fund had a capital loss carryforward of approximately $115,059,396 all of which will expire on October 31, 2016.

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

Annual Report

Worldwide

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $15,491,487) - See accompanying schedule:

Unaffiliated issuers (cost $1,033,209,580)

$ 884,232,849

 

Fidelity Central Funds (cost $88,271,715)

88,271,715

 

Total Investments (cost $1,121,481,295)

 

$ 972,504,564

Foreign currency held at value (cost $1,576)

1,563

Receivable for investments sold

24,186,465

Receivable for fund shares sold

1,067,601

Dividends receivable

1,622,514

Distributions receivable from Fidelity Central Funds

127,530

Prepaid expenses

434

Other receivables

128,099

Total assets

999,638,770

 

 

 

Liabilities

Payable for investments purchased

$ 47,150,485

Payable for fund shares redeemed

766,827

Accrued management fee

764,959

Other affiliated payables

296,178

Other payables and accrued expenses

119,374

Collateral on securities loaned, at value

15,655,600

Total liabilities

64,753,423

 

 

 

Net Assets

$ 934,885,347

Net Assets consist of:

 

Paid in capital

$ 1,220,065,652

Undistributed net investment income

10,091,805

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

(146,251,996)

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

(149,020,114)

Net Assets, for 69,747,170 shares outstanding

$ 934,885,347

Net Asset Value, offering price and redemption price per share ($934,885,347 ÷ 69,747,170 shares)

$ 13.40

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 28,980,945

Interest

 

32,612

Income from Fidelity Central Funds

 

2,509,567

 

 

31,523,124

Less foreign taxes withheld

 

(1,666,415)

Total income

 

29,856,709

 

 

 

Expenses

Management fee
Basic fee

$ 10,448,749

Performance adjustment

2,637,233

Transfer agent fees

3,408,160

Accounting and security lending fees

668,807

Custodian fees and expenses

325,833

Independent trustees' compensation

6,262

Registration fees

48,244

Audit

84,312

Legal

8,160

Miscellaneous

215,919

Total expenses before reductions

17,851,679

Expense reductions

(362,166)

17,489,513

Net investment income (loss)

12,367,196

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $62,896)

(141,261,115)

Foreign currency transactions

(534,888)

Futures contracts

(1,967,127)

Total net realized gain (loss)

 

(143,763,130)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $305,771)

(564,477,704)

Assets and liabilities in foreign currencies

(54,922)

Total change in net unrealized appreciation (depreciation)

 

(564,532,626)

Net gain (loss)

(708,295,756)

Net increase (decrease) in net assets resulting from operations

$ (695,928,560)

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

Annual Report

Worldwide
Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 12,367,196

$ 9,612,679

Net realized gain (loss)

(143,763,130)

184,057,906

Change in net unrealized appreciation (depreciation)

(564,532,626)

221,656,286

Net increase (decrease) in net assets resulting from operations

(695,928,560)

415,326,871

Distributions to shareholders from net investment income

(8,541,065)

(10,242,312)

Distributions to shareholders from net realized gain

(169,398,247)

(160,260,858)

Total distributions

(177,939,312)

(170,503,170)

Share transactions
Proceeds from sales of shares

303,265,276

384,029,331

Reinvestment of distributions

172,247,752

166,220,804

Cost of shares redeemed

(440,446,176)

(349,745,488)

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

35,066,852

200,504,647

Redemption fees

83,803

55,036

Total increase (decrease) in net assets

(838,717,217)

445,383,384

 

 

 

Net Assets

Beginning of period

1,773,602,564

1,328,219,180

End of period (including undistributed net investment income of $10,091,805 and undistributed net investment income of $9,207,582, respectively)

$ 934,885,347

$ 1,773,602,564

Other Information

Shares

Sold

15,425,394

17,316,232

Issued in reinvestment of distributions

7,926,720

8,382,290

Redeemed

(24,051,522)

(16,127,334)

Net increase (decrease)

(699,408)

9,571,188

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 25.18

$ 21.82

$ 19.05

$ 16.72

$ 15.30

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .16

.14

.17

.15 E

.05 F

Net realized and unrealized gain (loss)

  (9.44)

6.05

3.74

2.30

1.44

Total from investment operations

  (9.28)

6.19

3.91

2.45

1.49

Distributions from net investment income

  (.12)

(.17)

(.10)

(.10)

(.07)

Distributions from net realized gain

  (2.38)

(2.66)

(1.04)

(.02)

-

Total distributions

  (2.50)

(2.83)

(1.14)

(.12)

(.07)

Redemption fees added to paid in capital B, H

  -

-

-

-

-

Net asset value, end of period

$ 13.40

$ 25.18

$ 21.82

$ 19.05

$ 16.72

Total Return A

  (40.66)%

31.87%

21.31%

14.71%

9.77%

Ratios to Average Net Assets C, G

 

 

 

 

 

Expenses before reductions

  1.21%

1.04%

1.08%

1.07%

1.23%

Expenses net of fee waivers, if any

  1.21%

1.04%

1.08%

1.07%

1.23%

Expenses net of all reductions

  1.19%

1.02%

1.02%

1.01%

1.19%

Net investment income (loss)

  .84%

.66%

.85%

.82% E

.29% F

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 934,885

$ 1,773,603

$ 1,328,219

$ 1,181,044

$ 1,064,162

Portfolio turnover rate D

  264%

128%

205%

93%

95%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $.04 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .60%. F Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income (loss) to average net assets would have been .25%. G Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. H Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Aggressive International Fund and Fidelity Worldwide Fund (the Funds) are funds of Fidelity Investment Trust (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. Each Fund is authorized to issue an unlimited number of shares. On November 18, 2008, the Board of Trustees of Fidelity Worldwide Fund approved the creation of additional classes of shares. The Fund will commence sale of shares of Class A, Class T, Class B, Class C and Institutional Class and the existing class will be designated Worldwide on or about January 28, 2009. Certain Funds' investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, each Fund uses independent pricing services approved by the Board of Trustees to value their investments.

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

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

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

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

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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

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

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

Income Tax Information and Distributions to Shareholders. Each year, each Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. Each Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Funds' federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on each Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

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

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

 

Cost for Federal
Income Tax Purposes

Unrealized
Appreciation

Unrealized
Depreciation

Net Unrealized
Appreciation/
(Depreciation)

Aggressive International

$ 326,036,399

$ 4,384,563

$ (112,393,111)

$ (108,008,548)

Worldwide

1,152,717,290

40,682,186

(220,894,912)

(180,212,726)

 

Undistributed
Ordinary Income

Capital Loss
Carryforward

Aggressive International

$ -

$ (160,032,733)

Worldwide

9,276,960

(115,059,396)

The tax character of distributions paid was as follows:

October 31, 2008

 

 

 

 

Ordinary Income

Long-term
Capital Gains

Total

Aggressive International

$ 74,015,749

$ 23,010,535

$ 97,026,284

Worldwide

54,093,535

123,845,777

177,939,312

October 31, 2007

 

 

 

 

Ordinary Income

Long-term
Capital Gains

Total

Aggressive International

$ 10,756,243

$ 65,613,067

$ 76,369,310

Worldwide

44,085,022

126,418,148

170,503,170

Annual Report

3. Significant Accounting Policies - continued

Short-Term Trading (Redemption) Fees. Shares held in the Funds less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncements. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

In addition, in March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for reporting periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures to provide information about the reasons the Funds invest in derivative instruments, the accounting treatment and the effect derivatives have on financial performance.

4. Operating Policies.

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

Futures Contracts. Certain Funds may use futures contracts to manage their exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in each applicable fund's Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, are noted in the table below.

 

Purchases ($)

Sales ($)

Aggressive International

1,634,355,367

1,800,122,787

Worldwide

3,765,035,798

3,897,782,128

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Funds with investment management related services for which the Funds pay a monthly management fee. The management fee is the sum of an individual fund fee rate and a group fee rate. The individual fund fee rate is applied to each Fund's average net assets. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee for Aggressive International and Worldwide is subject to a performance adjustment (up to a maximum± .20% of each applicable Funds' average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on each Fund's relative investment performance as compared to an appropriate benchmark index.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Management Fee - continued

For the period, each Fund's annual management fee rate expressed as a percentage of each Fund's average net assets, including the performance adjustment, if applicable was as follows:

 

Individual Rate

Group Rate

Total

Aggressive International

.45%

.26%

.45%

Worldwide

.45%

.26%

.89%

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Funds' transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the Funds' transfer agent. For the period, the transfer agent fees were equivalent to the following annual rates expressed as a percentage of average net assets:

Aggressive International

.29%

Worldwide

.23%

Accounting and Security Lending Fees. FSC maintains each Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. Certain Funds placed a portion of their portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were as follows:

 

Amount

Aggressive International

$ 1,456

Worldwide

40,445

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

 

Borrower
or Lender

Average
Daily Loan
Balance

Weighted
Average
Interest Rate

Interest
Expense

Aggressive International

Borrower

$ 7,397,150

4.34%

$ 17,842

7. Committed Line of Credit.

Certain Funds participate with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The participating funds have agreed to pay commitment fees on their pro rata portion of the line of credit, which is reflected in Miscellaneous Expense on the Statement of Operations, and is as follows:

Aggressive International

$ 934

Worldwide

2,999

During the period, there were no borrowings on this line of credit.

8. Security Lending.

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

Annual Report

8. Security Lending - continued

payments that may be received on the loan of certain types of securities. Security lending income is presented on each applicable Fund's Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to:

Aggressive International

$ 418,042

Worldwide

607,439

9. Bank Borrowings.

Each Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. Each Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. At period end, there were no bank borrowings outstanding. Each applicable Fund's activity in this program during the period for which loans were outstanding was as follows:

 

Average Daily
Loan Balance

Weighted
Average
Interest Rate

Interest
Expense

Aggressive International

$ 2,135,000

3.82%

$ 453

10. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of certain Funds provided services to these Funds in addition to trade execution. These services included payments of expenses on behalf of each applicable Fund. In addition, through arrangements with each applicable Fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce each applicable Fund's expenses. All of the applicable expense reductions are noted in the table below.

 

Brokerage
Service
Arrangements

Custody
expense
reduction

Transfer
Agent
expense
reduction

 

 

 

 

Aggressive International

$ 723,903

$ 4,337

$ 10,317

Worldwide

328,836

3,064

30,266

11. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid each fund the following amounts, which is recorded in each applicable Fund's accompanying Statement of Operations:

 

 

Aggressive International

$ 1,589

Worldwide

116,981

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, Fidelity Worldwide Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, Fidelity Worldwide Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to Fidelity Worldwide Fund relating to the terminated trades and agreements is immaterial.

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statements of assets and liabilities of Fidelity Diversified International Fund, Fidelity Aggressive International Fund and Fidelity Worldwide Fund (the Funds), funds of Fidelity Investment Trust (the Trust), including the schedules of investments as of October 31, 2008, and the related statements of operations for the year then ended, the statements of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Funds' management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Funds are not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial positions of Fidelity Diversified International Fund, Fidelity Aggressive International Fund and Fidelity Worldwide Fund as of October 31, 2008, the results of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended, and their financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Report of Independent Registered Public Accounting Firm

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

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Overseas Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Overseas Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984
Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

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

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

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

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

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

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-
2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

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

Annual Report

Advisory Board Member and Executive Officers**:

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

Name, Age; Principal Occupation

Peter S. Lynch (66)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

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

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Bruce T. Herring (43)

 

Year of Election or Appointment: 2006

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

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

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

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

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

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

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

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

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

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

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

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

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

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

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

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

A percentage of the dividends distributed during the fiscal year for the following funds was derived from interest on U.S. Government securities which is generally exempt from state income tax:

Fidelity Aggressive International Fund

.86%

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

Fidelity Diversified International Fund

98%

Fidelity Aggressive International Fund

8%

Fidelity Overseas Fund

50%

Fidelity Worldwide Fund

38%

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

 

Pay Date

Income

Taxes

Fidelity Diversified International Fund

12/10/07

$0.438

$0.0683

Fidelity Aggressive International Fund

12/10/07

$0.134

$0.0268

Fidelity Overseas Fund

12/10/07

$0.679

$0.0952

Fidelity Worldwide Fund

12/10/07

$0.121

$0.0235

The funds will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of each fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of each fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal for Fidelity Overseas Fund concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

1,027,473,497.30

22.075

Against

3,357,951,287.91

72.144

Abstain

211,338,442.15

4.541

Broker Non-Votes

57,735,630.82

1.240

TOTAL

4,654,498,858.18

100.000

PROPOSAL 5

A shareholder proposal for Fidelity Diversified International Fund concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

The fund did not achieve quorum with respect to this proposal, and therefore no action was taken at the meeting and subsequent adjournments. Because sufficient votes in favor of the proposal were not received, on June 18, 2008, the proxies in their discretion determined not to adjourn the meeting further on this item.

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Broadly Diversified International Equity Funds

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to each fund and its shareholders (including the investment performance of each fund); (ii) the competitiveness of each fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with each fund; (iv) the extent to which economies of scale would be realized as each fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to each fund's agreement with Fidelity Management & Research (U.K.) Inc.

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

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

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

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of a fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

For each of Diversified International Fund, Overseas Fund, and Worldwide Fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Diversified International Fund and Overseas Fund did not offer Class K as of December 31, 2007.)

For Aggressive International Fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

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

Fidelity Diversified International Fund

fid219

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

Annual Report

Fidelity Aggressive International Fund

fid221

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

Fidelity Overseas Fund

fid223

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Worldwide Fund

fid225

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

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

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how each fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to a fund's performance adjustment (if applicable). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked and the impact of a fund's performance adjustment, is also included in the charts and considered by the Board.

Annual Report

Fidelity Diversified International Fund

fid227

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

Fidelity Aggressive International Fund

fid229

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Furthermore, the Board considered that shareholders of Aggressive International Fund approved a prospective change in the index used to calculate the fund's performance adjustment, beginning March 1, 2001. The Board also considered that, because the performance adjustment is based on a rolling 36-month measurement period, during a transition period the fund's performance is compared to a blended index return that reflects the performance of the former index for the portion of the measurement period prior to March 1, 2001 and the performance of the current index for the remainder of the measurement period. The Board noted that the fund's performance adjustments for 2003 and 2004 shown in the chart above reflect the effect of using the blended index return to calculate the fund's performance adjustment.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Overseas Fund

fid231

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

Fidelity Worldwide Fund

fid233

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

Annual Report

The Board noted that each fund's total expenses ranked below its competitive median for 2007.

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

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

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

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

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

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

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

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

The Board recognized that each fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although Diversified International Fund is partially closed to new investors, it continues to incur investment management expenses, and marketing and distribution expenses related to the retention of existing shareholders and assets. The Board further noted that Diversified International Fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
FIL Investment Advisors
FIL Investment Advisors (U.K.) Ltd.
Fidelity Investments Japan Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
1-800-544-8888

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

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

Product Information 1-800-544-6666

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

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

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

fid238

IBD-UANN-1208
1.888175.100

Fidelity
Diversified International
Fund -

Class K

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Class K A

-47.99%

3.73%

6.13%

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

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Diversified International Fund - Class K on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, and Far East (EAFE®) Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.


fid252

Annual Report

Management's Discussion of Fund Performance

Comments from William Bower, Portfolio Manager of Fidelity® Diversified International Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year, the fund's Class K shares underperformed the MSCI EAFE index. (For specific class-level returns, please see the performance section of this report.) The main detractors were unfavorable security selection in the energy and consumer discretionary groups. On the plus side, positive stock selection and an underweighting in financials helped, as did the fund's modest cash position. Geographically, weak security selection and an underweighting in Japan hurt, as did poor stock selection in Italy, France and the United Kingdom. Overweighting Switzerland and the United States helped, although unfavorable stock selection among U.S. stocks offset most of this benefit. Not owning German automaker and index component Volkswagen was the main detractor, with underperforming holdings of Italian automaker Fiat also a negative. Several underweightings hurt further: Swiss pharmaceutical company Novartis and integrated oil companies Total in France, U.K.-listed Royal Dutch Shell and BP - the latter of which I didn't own at all. A formerly held out-of-benchmark position in U.S. oil refiner and marketer Valero Energy also underperformed. U.K. household and personal products manufacturer Reckitt Benckiser contributed to the fund's relative return, as did two Swiss firms - pharmaceutical companies Roche Holding and Actelion - and U.S.-listed health care equipment/services provider Synthes. Australia-based blood plasma product company CSL Ltd. also helped.

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

Annual Report

Diversified International

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for Diversified International and for the entire period (May 9, 2008 to October 31, 2008) for Class K. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Diversified International

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 575.20

$ 4.08 B

HypotheticalA

 

$ 1,000.00

$ 1,019.96

$ 5.23 C

Class K

.88%

 

 

 

Actual

 

$ 1,000.00

$ 572.50

$ 3.33 B

HypotheticalA

 

$ 1,000.00

$ 1,020.71

$ 4.47 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Diversified International and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Diversified International

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

United Kingdom

15.6%

 

fid256

Switzerland

12.7%

 

fid258

United States of America

12.2%

 

fid260

Japan

10.6%

 

fid262

Germany

9.7%

 

fid264

France

7.1%

 

fid266

Canada

6.9%

 

fid268

Spain

3.9%

 

fid270

Australia

3.1%

 

fid272

Other

18.2%

 

fid274

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

 

As of April 30, 2008

fid254

United Kingdom

14.4%

 

fid256

Japan

10.5%

 

fid258

Germany

10.5%

 

fid260

United States of America

9.8%

 

fid262

Switzerland

9.4%

 

fid264

France

7.7%

 

fid266

Canada

7.6%

 

fid268

Spain

4.0%

 

fid270

Australia

3.7%

 

fid272

Other

22.4%

 

fid286

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

94.1

94.0

Short-Term Investments and Net Other Assets

5.9

6.0

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

2.9

1.9

E.ON AG (Germany, Electric Utilities)

2.2

2.0

Telefonica SA (Spain, Diversified Telecommunication Services)

2.0

1.6

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

1.8

1.4

Tesco PLC (United Kingdom, Food & Staples Retailing)

1.8

1.4

Reckitt Benckiser Group PLC (United Kingdom, Household Products)

1.7

1.3

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

1.7

1.7

Toyota Motor Corp. sponsored ADR (Japan, Automobiles)

1.5

1.1

Canadian Natural Resources Ltd. (Canada, Oil, Gas & Consumable Fuels)

1.3

1.1

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

1.3

0.6

 

18.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

17.3

17.6

Consumer Staples

13.8

9.4

Health Care

13.3

7.0

Industrials

11.1

12.1

Energy

7.7

10.3

Information Technology

7.4

8.1

Consumer Discretionary

6.9

8.1

Telecommunication Services

5.8

6.1

Materials

5.5

10.6

Utilities

5.2

4.6

Annual Report

Diversified International

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 93.5%

Shares

Value

Australia - 3.1%

AMP Ltd.

8,000,000

$ 29,084,972

BHP Billiton Ltd. sponsored ADR (d)

5,600,492

217,747,129

Brambles Ltd.

10,000,000

53,312,487

Cochlear Ltd.

800,000

30,336,825

Commonwealth Bank of Australia

1,500,000

40,982,130

Computershare Ltd.

7,000,000

39,553,770

CSL Ltd.

13,100,000

318,421,605

Newcrest Mining Ltd.

1,991,200

27,357,569

QBE Insurance Group Ltd.

9,000,000

153,468,225

TOTAL AUSTRALIA

910,264,712

Belgium - 0.5%

InBev SA (d)

3,337,000

134,591,656

KBC Groupe SA

28,900

1,242,476

Nyrstar SA/NV

2,250,000

6,984,638

TOTAL BELGIUM

142,818,770

Bermuda - 0.3%

Clear Media Ltd. (a)

22,325,000

4,036,755

Covidien Ltd.

1,950,000

86,365,500

TOTAL BERMUDA

90,402,255

Brazil - 0.8%

Banco do Brasil SA

3,000,000

19,822,567

BM&F BOVESPA SA

3,000,000

7,970,613

Cosan SA Industria e Comercio (a)

3,174,893

15,667,617

Petroleo Brasileiro SA - Petrobras sponsored ADR

565,100

15,195,539

Uniao de Bancos Brasileiros SA (Unibanco) GDR

2,122,000

133,855,760

Vivo Participacoes SA sponsored ADR

2,750,000

30,085,000

TOTAL BRAZIL

222,597,096

Canada - 6.9%

Agnico-Eagle Mines Ltd.

896,500

24,728,471

Barrick Gold Corp.

1,286,600

29,406,781

Bombardier, Inc. Class B (sub. vtg.) (d)

14,008,100

54,020,289

Canadian Natural Resources Ltd.

7,550,000

380,818,544

Canadian Pacific Railway Ltd.

2,900,000

131,195,057

EnCana Corp.

5,900,000

299,599,436

Flint Energy Services Ltd. (a)(e)

3,500,000

20,173,329

Goldcorp, Inc.

1,513,100

28,284,354

Niko Resources Ltd. (e)

4,450,000

194,858,186

OPTI Canada, Inc. (a)

2,900,000

7,720,186

OZ Optics Ltd. unit (f)

102,000

1,231,650

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

4,700,000

89,650,025

Potash Corp. of Saskatchewan, Inc.

350,000

29,841,001

Power Corp. of Canada (sub. vtg.)

3,200,000

69,530,602

Research In Motion Ltd. (a)

3,100,000

156,333,016

Rogers Communications, Inc. Class B (non-vtg.)

2,250,000

65,290,678

Shoppers Drug Mart Corp.

1,200,000

46,176,812

Silver Wheaton Corp. (a)

8,641,000

30,098,026

SNC-Lavalin Group, Inc.

3,000,000

78,794,162

 

Shares

Value

Suncor Energy, Inc.

4,899,500

$ 117,631,883

Talisman Energy, Inc.

1,000,000

9,877,260

Trican Well Service Ltd. (e)

7,425,000

69,582,435

Ultra Petroleum Corp. (a)

1,000,000

46,550,000

Westernzagros Resources Ltd. (a)

7,000,000

4,295,903

Yamana Gold, Inc.

2,945,900

14,047,873

TOTAL CANADA

1,999,735,959

Cayman Islands - 0.6%

China Medical Technologies, Inc. sponsored ADR (d)

300,000

7,311,000

Transocean, Inc. (a)

2,050,220

168,794,613

TOTAL CAYMAN ISLANDS

176,105,613

China - 0.3%

China Coal Energy Co. Ltd. (H Shares)

20,000,000

12,130,021

China Shenhua Energy Co. Ltd. (H Shares)

10,000,000

18,985,682

Focus Media Holding Ltd. ADR (a)(d)

2,300,000

42,619,000

Global Bio-Chem Technology Group Co. Ltd.

38,331,600

5,342,193

Industrial & Commercial Bank of China

25,000,000

11,762,937

TOTAL CHINA

90,839,833

Czech Republic - 0.1%

Ceske Energeticke Zavody AS

900,000

38,946,333

Denmark - 0.6%

Carlsberg AS Series B

1,891,300

74,457,089

Genmab AS (a)

400,000

18,065,168

Novo Nordisk AS Series B

745,800

39,976,904

Novozymes AS Series B

600,000

42,357,242

TOTAL DENMARK

174,856,403

Finland - 0.5%

Nokia Corp. sponsored ADR

10,323,000

156,703,140

France - 7.1%

Alstom SA

1,899,600

94,151,152

AXA SA sponsored ADR (d)

8,700,000

162,777,000

bioMerieux SA

300,000

24,358,086

BNP Paribas SA

2,415,700

174,416,677

Bouygues SA

2,600,000

110,708,740

Cap Gemini SA

7,000,000

225,538,095

CNP Assurances

400,000

32,231,166

Compagnie Generale de Geophysique SA (a)

759,173

12,275,378

Credit Agricole SA

3,975,600

57,515,042

Dassault Aviation SA (d)

36,265

20,173,856

Electricite de France

850,000

51,070,982

Essilor International SA

2,500,000

112,144,620

Financiere Marc de Lacharriere SA (Fimalac) (d)

1,400,000

60,897,018

GDF Suez

2,861,123

127,890,952

Groupe Danone

1,399,550

77,928,157

Common Stocks - continued

Shares

Value

France - continued

Ipsen SA

500,000

$ 19,004,981

L'Air Liquide SA

24,650

2,127,174

LVMH Moet Hennessy - Louis Vuitton

1,050,000

69,871,157

Neopost SA

700,000

58,605,722

Nexans SA

500,406

28,543,114

Pernod Ricard SA

3,050,000

198,611,986

Pinault Printemps-Redoute SA

800,000

50,984,351

Renault SA

917,400

28,116,280

Sanofi-Aventis

1,000,000

63,357,107

Societe Generale Series A

1,524,700

83,103,782

Total SA Series B

688,300

37,865,747

Veolia Environnement

750,000

18,586,211

VINCI SA

2,000,000

71,974,700

TOTAL FRANCE

2,074,829,233

Germany - 9.5%

Adidas-Salomon AG

3,442,100

122,226,981

Allianz AG:

(Reg.)

17,300

1,294,676

sponsored ADR

22,000,000

166,760,000

BASF AG

800,000

26,900,999

Bayer AG

6,538,510

363,996,844

Bayerische Motoren Werke AG (BMW)

1,680,600

43,603,544

Deutsche Boerse AG

800,000

63,965,973

Deutsche Telekom AG (Reg.)

127,600

1,905,885

E.ON AG

16,662,540

637,455,308

Fresenius AG

2,727,400

161,824,419

Fresenius Medical Care AG

23,100

1,050,586

GEA Group AG

4,500,000

65,762,727

GFK AG

1,600,000

31,596,033

K&S AG

1,100,000

43,529,676

Linde AG

3,120,086

262,030,382

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

1,500,000

199,087,514

Q-Cells AG (a)

1,000,000

39,340,260

RWE AG

2,629,500

219,744,769

Siemens AG sponsored ADR (d)

4,850,300

291,745,545

SolarWorld AG

1,000,000

25,203,564

Symrise AG

500,000

6,210,602

TOTAL GERMANY

2,775,236,287

Greece - 0.0%

Public Power Corp. of Greece

819,655

10,135,170

Hong Kong - 1.0%

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

3,450,000

151,420,500

Esprit Holdings Ltd.

10,000,000

56,820,610

Hutchison Whampoa Ltd.

5,000,000

26,700,000

Sun Hung Kai Properties Ltd.

5,500,000

48,185,758

TOTAL HONG KONG

283,126,868

 

Shares

Value

India - 2.4%

Bharti Airtel Ltd. (a)

1,700,000

$ 23,018,326

HDFC Bank Ltd.

300,000

6,393,535

Infosys Technologies Ltd.

6,000,000

174,896,185

Infosys Technologies Ltd. sponsored ADR

3,200,000

93,824,000

Reliance Industries Ltd.

5,500,000

156,337,837

Satyam Computer Services Ltd.

23,000,000

145,412,165

State Bank of India

4,000,000

94,272,046

Union Bank of India

1,500,000

3,954,228

TOTAL INDIA

698,108,322

Indonesia - 0.4%

PT Bumi Resources Tbk

120,000,000

15,711,180

PT Indosat Tbk sponsored ADR

3,400,000

82,586,000

PT Perusahaan Gas Negara Tbk
Series B

130,000,000

16,522,626

TOTAL INDONESIA

114,819,806

Ireland - 0.8%

Anglo Irish Bank Corp. PLC

2,000,000

6,498,081

CRH PLC

4,500,000

99,745,942

Ryanair Holdings PLC sponsored ADR (a)(d)

6,225,000

138,630,750

TOTAL IRELAND

244,874,773

Italy - 2.1%

A2A SpA

10,000,000

18,226,217

ENI SpA

112,800

2,692,327

Fiat SpA

20,938,300

166,412,412

Impregilo SpA (a)

8,000,000

21,102,917

Intesa Sanpaolo SpA

69,738,492

255,100,590

Prysmian SpA

2,000,000

24,262,115

UniCredit SpA

50,000,000

122,336,229

TOTAL ITALY

610,132,807

Japan - 10.6%

Asahi Glass Co. Ltd.

4,000,000

25,133,822

Canon, Inc. sponsored ADR (d)

8,500,000

291,295,000

Daiwa Securities Group, Inc.

9,000,000

50,879,146

East Japan Railway Co.

5,000

35,578,206

Fanuc Ltd.

1,700,000

113,262,968

Honda Motor Co. Ltd.

1,600,000

39,782,613

Hoya Corp.

999,500

18,249,758

Japan Tobacco, Inc.

61,556

218,369,569

JSR Corp.

4,000,000

45,117,161

Keyence Corp.

920,000

176,291,753

Konica Minolta Holdings, Inc.

5,250,000

34,476,605

Kubota Corp.

8,000,000

40,152,787

Mitsubishi Corp.

8,500,000

142,468,506

Mitsubishi Estate Co. Ltd.

3,500,000

62,518,550

Mitsubishi UFJ Financial Group, Inc.

30,000,000

188,515,602

Mitsui & Co. Ltd.

13,750,000

133,223,961

Mitsui Fudosan Co. Ltd.

2,500,000

43,605,958

Mizuho Financial Group, Inc.

100

244,168

Common Stocks - continued

Shares

Value

Japan - continued

Mori Seiki Co. Ltd. (d)

2,000,000

$ 17,262,594

NGK Insulators Ltd.

3,000,000

31,158,407

Nikon Corp.

4,300,000

60,597,431

Nintendo Co. Ltd.

310,000

96,719,996

Nomura Holdings, Inc.

13,000,000

123,160,107

ORIX Corp.

1,790,000

183,900,827

Sony Corp.

2,500,000

59,247,868

Sony Financial Holdings, Inc.

38,379

124,812,902

Sumitomo Metal Industries Ltd.

10,000,000

25,718,083

Sumitomo Mitsui Financial Group, Inc.

42,150

168,965,088

Sumitomo Trust & Banking Co. Ltd.

9,000,000

41,677,592

Tokai Carbon Co. Ltd. (d)

6,000,000

31,458,345

Tokuyama Corp.

6,000,000

30,383,455

Toyota Motor Corp. sponsored ADR (d)

5,899,957

448,927,728

TOTAL JAPAN

3,103,156,556

Korea (South) - 1.5%

Amorepacific Corp.

139,531

61,518,420

LG Household & Health Care Ltd.

389,650

55,834,965

NHN Corp. (a)

1,200,000

128,101,379

Samsung Electronics Co. Ltd.

310,000

131,098,303

Shinhan Financial Group Co. Ltd.

2,200,000

53,687,691

TOTAL KOREA (SOUTH)

430,240,758

Luxembourg - 0.6%

ArcelorMittal SA (NY Shares) Class A (d)

1,250,000

32,812,500

Reinet Investments SCA (a)

273,775

2,853,268

Reinet Investments SCA (a)

1,726,225

33,515,472

SES SA FDR (France) unit

5,916,322

106,432,112

TOTAL LUXEMBOURG

175,613,352

Malaysia - 0.1%

DiGi.com Bhd

6,500,000

33,818,599

KNM Group Bhd

18,750,000

3,179,368

TOTAL MALAYSIA

36,997,967

Mexico - 0.6%

America Movil SAB de CV Series L sponsored ADR

3,825,000

118,345,500

Grupo Televisa SA de CV (CPO) sponsored ADR

3,700,000

65,342,000

TOTAL MEXICO

183,687,500

Netherlands - 1.9%

Gemalto NV (a)

300,000

8,405,181

Heineken NV (Bearer)

2,900,000

97,826,318

ING Groep NV sponsored ADR (d)

3,000,000

27,930,000

Koninklijke KPN NV

8,236,900

116,001,840

Unilever NV (Certificaten Van Aandelen)

11,900,000

286,783,766

TOTAL NETHERLANDS

536,947,105

Netherlands Antilles - 0.6%

Schlumberger Ltd. (NY Shares)

3,240,200

167,356,330

 

Shares

Value

Norway - 0.5%

Orkla ASA (A Shares)

4,472,494

$ 29,774,356

Petroleum Geo-Services ASA (a)

5,500,250

27,387,993

Pronova BioPharma ASA

12,999,500

33,771,424

Renewable Energy Corp. AS (a)

4,700,000

44,343,736

TOTAL NORWAY

135,277,509

Panama - 0.1%

McDermott International, Inc. (a)

1,000,000

17,130,000

Papua New Guinea - 0.3%

Lihir Gold Ltd. (a)

68,988,224

86,036,634

Russia - 0.4%

OAO Gazprom sponsored ADR

5,100,000

104,295,000

Vimpel Communications sponsored ADR

1,000,000

14,500,000

TOTAL RUSSIA

118,795,000

South Africa - 0.2%

Impala Platinum Holdings Ltd.

5,400,000

55,768,679

MTN Group Ltd.

1,000,000

11,156,602

TOTAL SOUTH AFRICA

66,925,281

Spain - 3.9%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

7,900,000

91,640,000

Banco Santander SA sponsored ADR (d)

10,250,000

110,085,000

Enagas SA

5,000,649

97,700,756

Grifols SA

1,300,000

25,871,024

Inditex SA

4,750,000

160,561,654

Red Electrica Corporacion SA

1,700,000

74,513,108

Repsol YPF SA

13,200

251,010

Telefonica SA

31,088,200

575,596,054

TOTAL SPAIN

1,136,218,606

Sweden - 0.3%

Assa Abloy AB (B Shares) (d)

3,259,600

36,385,251

Getinge AB (B Shares)

1,500,000

20,975,177

H&M Hennes & Mauritz AB (B Shares)

34,000

1,218,985

Svenska Cellulosa AB (SCA) (B Shares)

4,999,600

36,911,907

TOTAL SWEDEN

95,491,320

Switzerland - 12.7%

ABB Ltd. (Reg.)

10,911,330

143,137,874

Actelion Ltd. (Reg.) (a)

4,323,540

228,354,079

Alcon, Inc.

1,950,000

171,834,000

ARYZTA AG (a)

2,000,000

71,541,015

Compagnie Financiere Richemont
Series A

1,500,000

31,905,548

Credit Suisse Group sponsored ADR

3,700,000

138,380,000

Credit Suisse Group (Reg.)

60,094

2,246,663

EFG International

500,000

10,761,489

Julius Baer Holding AG

5,934,441

232,047,347

Kuehne & Nagel International AG

1,300,000

78,692,398

Nestle SA (Reg.)

21,707,621

843,962,154

Common Stocks - continued

Shares

Value

Switzerland - continued

Nobel Biocare Holding AG (Switzerland)

550,000

$ 9,446,245

Novartis AG:

(Reg.)

87,694

4,450,214

sponsored ADR

6,450,000

328,885,500

Roche Holding AG (participation certificate)

3,419,834

522,871,714

Schindler Holding AG (Reg.)

1,400,000

64,081,709

SGS Societe Generale de Surveillance Holding SA (Reg.)

195,000

191,943,679

Sonova Holding AG

2,500,000

103,854,018

Sulzer AG (Reg.)

885,300

52,256,739

Syngenta AG sponsored ADR

2,750,000

102,795,000

Tecan Group AG (e)

1,100,000

49,374,624

UBS AG:

(For. Reg.)

120,703

2,047,560

(NY Shares)

5,250,000

88,725,000

Zurich Financial Services AG (Reg.)

1,207,564

244,934,936

TOTAL SWITZERLAND

3,718,529,505

Taiwan - 0.3%

Hon Hai Precision Industry Co. Ltd. (Foxconn)

34,500,000

83,674,398

Turkey - 0.1%

Tupras-Turkiye Petrol Rafinerileri AS

1,000,000

12,633,216

United Kingdom - 15.6%

Aegis Group PLC

9,000,000

9,483,855

Anglo American PLC (United Kingdom)

1,400,000

35,123,433

BAE Systems PLC

11,293,800

63,474,199

Barclays PLC

5,000,000

14,331,143

Bellway PLC

2,450,000

21,341,216

BG Group PLC

6,000,000

88,212,810

BHP Billiton PLC

4,000,000

67,913,786

Bovis Homes Group PLC (d)(e)

6,750,000

36,892,190

British American Tobacco PLC:

(United Kingdom)

82,200

2,254,411

sponsored ADR

4,830,000

262,558,800

British Sky Broadcasting Group PLC (BSkyB)

2,500,000

15,211,529

Cadbury PLC

5,920,000

54,352,020

Capita Group PLC

24,346,451

251,540,397

Centrica PLC

2,500,000

12,283,034

Diageo PLC

113,400

1,730,329

easyJet PLC (a)(e)

30,000,000

149,638,996

European Capital Ltd. (e)

5,819,600

13,349,451

Experian PLC

15,000,000

82,714,389

GlaxoSmithKline PLC

6,500,000

124,940,300

HBOS PLC

23,999,905

39,293,271

HSBC Holdings PLC:

(United Kingdom) (Reg.)

401,671

4,756,891

sponsored ADR (d)

6,225,600

367,310,400

Imperial Tobacco Group PLC

5,125,900

137,364,970

 

Shares

Value

Inchcape PLC

10,679,000

$ 13,614,756

Informa PLC (e)

27,000,000

91,463,882

International Power PLC

22,504,800

80,501,030

Lloyds TSB Group PLC

20,200,000

65,280,490

Man Group PLC

20,000,000

115,455,376

Misys PLC

15,000,355

26,856,259

National Grid PLC

9,251,300

104,204,102

NEXT PLC

700,000

11,896,434

Pearson PLC

8,100,000

80,668,610

Persimmon PLC (d)

4,200,000

20,330,635

Prudential PLC

13,000,000

65,295,341

Reckitt Benckiser Group PLC

12,050,400

509,666,692

Redrow PLC (d)

4,650,000

15,550,255

Rio Tinto PLC sponsored ADR

900,000

167,283,000

Royal Bank of Scotland Group PLC

40,487,500

44,592,148

Royal Dutch Shell PLC:

Class A sponsored ADR

200,000

11,162,000

Class B

192,300

5,212,949

Class B ADR

900,000

49,761,000

Smith & Nephew PLC

5,440,500

49,808,900

SSL International PLC

1,500,000

10,129,535

Standard Chartered PLC (United Kingdom)

5,700,300

94,197,397

Tesco PLC

94,500,000

517,712,135

Vodafone Group PLC sponsored ADR

25,800,000

497,166,000

Wolseley PLC

197,000

1,077,977

WPP Group PLC

10,000,000

59,810,150

TOTAL UNITED KINGDOM

4,564,768,873

United States of America - 6.2%

Allergan, Inc.

3,350,000

132,894,500

Anheuser-Busch Companies, Inc.

1,400,000

86,842,000

Bank of America Corp.

2,500,000

60,425,000

Bank of New York Mellon Corp.

1,350,000

44,010,000

Baxter International, Inc.

550,000

33,269,500

C.R. Bard, Inc.

900,000

79,425,000

Flowserve Corp.

1,700,000

96,764,000

Genentech, Inc. (a)

3,260,000

270,384,400

Goldman Sachs Group, Inc.

716,791

66,303,168

Google, Inc. Class A (sub. vtg.) (a)

172,645

62,041,707

Henry Schein, Inc. (a)

1,050,000

49,150,500

Hess Corp.

1,048,600

63,136,206

JPMorgan Chase & Co.

400,000

16,500,000

Peabody Energy Corp.

1,609,700

55,550,747

Philip Morris International, Inc.

4,000,000

173,880,000

PNC Financial Services Group, Inc.

874,100

58,276,247

Stryker Corp.

2,175,000

116,275,500

Synthes, Inc.

1,812,274

233,809,846

Common Stocks - continued

Shares

Value

United States of America - continued

Titanium Metals Corp. (d)

3,042,409

$ 28,324,828

Visa, Inc.

1,700,000

94,095,000

TOTAL UNITED STATES OF AMERICA

1,821,358,149

TOTAL COMMON STOCKS

(Cost $34,352,246,805)

27,305,371,439

Preferred Stocks - 0.5%

 

 

 

 

Convertible Preferred Stocks - 0.0%

Canada - 0.0%

MetroPhotonics, Inc. Series 2 (a)(f)

198,000

2

Nonconvertible Preferred Stocks - 0.5%

Germany - 0.2%

Porsche Automobil Holding SE

691,520

61,892,642

Italy - 0.3%

Fiat SpA

2,000,000

8,914,020

Intesa Sanpaolo SpA

22,000,000

65,298,874

TOTAL ITALY

74,212,894

TOTAL NONCONVERTIBLE PREFERRED STOCKS

136,105,536

TOTAL PREFERRED STOCKS

(Cost $227,801,440)

136,105,538

Investment Companies - 0.1%

 

 

 

 

United States of America - 0.1%

United States Natural Gas Fund LP ETF (a)
(Cost $30,527,796)

1,000,000

28,790,000

Government Obligations - 0.0%

 

Principal Amount

 

United States of America - 0.0%

U.S. Treasury Bills, yield at date of purchase 0.6% to 1.68% 12/4/08 to 1/2/09
(Cost $6,654,775)

$ 6,665,000

6,662,939

Money Market Funds - 5.9%

Shares

Value

Fidelity Cash Central Fund, 1.81% (b)

1,350,032,331

$ 1,350,032,331

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

383,400,911

383,400,911

TOTAL MONEY MARKET FUNDS

(Cost $1,733,433,242)

1,733,433,242

TOTAL INVESTMENT PORTFOLIO - 100.0%

(Cost $36,350,664,058)

29,210,363,158

NET OTHER ASSETS - 0.0%

(3,127,172)

NET ASSETS - 100%

$ 29,207,235,986

Forward Foreign Currency Contracts

Settlement Dates

Value

Unrealized Appreciation/
(Depreciation)

Contracts to Buy

65,370,118,500 JPY

Nov. 2008

$ 664,206,163

$ 49,526,241

(Payable Amount $614,679,922)

 

The value of contracts to buy as a percentage of net assets - 2.3%

Currency Abbreviation

JPY

-

Japanese yen

Legend

(a) Non-income producing

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

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

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

(e) Affiliated company

(f) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $1,231,652 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

MetroPhotonics, Inc. Series 2

9/29/00

$ 1,980,000

OZ Optics Ltd. unit

8/18/00

$ 1,505,520

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 77,119,703

Fidelity Securities Lending Cash Central Fund

41,104,703

Total

$ 118,224,406

Other Affiliated Issuers

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

Affiliates

Value,
beginning of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Bovis Homes Group PLC

$ -

$ 78,498,961

$ 4,186,769

$ 1,677,491

$ 36,892,190

easyJet PLC

124,061,753

190,785,609

6,068,257

-

149,638,996

European Capital Ltd.

69,643,666

-

-

5,261,084

13,349,451

Flint Energy Services Ltd.

64,419,614

19,408,647

-

-

20,173,329

Informa PLC

177,966,681

81,690,889

-

8,504,064

91,463,882

Niko Resources Ltd.

437,004,872

42,997,397

-

411,062

194,858,186

Petrobank Energy & Resources Ltd.

-

220,690,532

-

-

89,650,025

Tecan Group AG

73,599,240

-

-

889,931

49,374,624

Trican Well Service Ltd.

84,727,812

56,858,142

-

586,271

69,582,435

United States Natural Gas Fund LP ETF

-

96,039,648

69,817,871

-

-

Total

$ 1,031,423,638

$ 786,969,825

$ 80,072,897

$ 17,329,903

$ 714,983,118

Income Tax Information

At October 31, 2008, the Fund had a capital loss carryforward of approximately $956,782,987 all of which will expire on October 31, 2016.

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

Annual Report

Diversified International

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $376,254,296) - See accompanying schedule:

Unaffiliated issuers (cost $33,176,706,808)

$ 26,761,946,798

 

Fidelity Central Funds (cost $1,733,433,242)

1,733,433,242

 

Other affiliated issuers (cost $1,440,524,008)

714,983,118

 

Total Investments (cost $36,350,664,058)

 

$ 29,210,363,158

Foreign currency held at value (cost $2,238)

2,455

Receivable for investments sold

291,404,619

Unrealized appreciation on foreign currency contracts

49,526,241

Receivable for closed foreign currency contracts

29,679,922

Receivable for fund shares sold

55,827,005

Dividends receivable

65,420,521

Distributions receivable from Fidelity Central Funds

2,087,716

Prepaid expenses

14,792

Other receivables

2,060,604

Total assets

29,706,387,033

 

 

 

Liabilities

Payable to custodian bank

$ 291,338

Payable for investments purchased

62,646,341

Payable for fund shares redeemed

24,731,658

Accrued management fee

17,184,851

Other affiliated payables

8,316,159

Other payables and accrued expenses

2,579,789

Collateral on securities loaned, at value

383,400,911

Total liabilities

499,151,047

 

 

 

Net Assets

$ 29,207,235,986

Net Assets consist of:

 

Paid in capital

$ 37,047,989,511

Undistributed net investment income

552,385,607

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

(1,299,616,688)

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

(7,093,522,444)

Net Assets

$ 29,207,235,986

Diversified International:
Net Asset Value, offering price and redemption price per share ($28,274,960,980 ÷ 1,287,814,073 shares)

$ 21.96

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($932,275,006 ÷ 42,419,202 shares)

$ 21.98

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends (including $17,329,903 earned from other affiliated issuers)

 

$ 1,245,912,229

Interest

 

527,904

Income from Fidelity Central Funds

 

118,224,406

 

 

1,364,664,539

Less foreign taxes withheld

 

(110,978,803)

Total income

 

1,253,685,736

 

 

 

Expenses

Management fee
Basic fee

$ 348,107,076

Performance adjustment

34,025,276

Transfer agent fees

107,838,956

Accounting and security lending fees

2,991,396

Custodian fees and expenses

9,470,095

Independent trustees' compensation

220,104

Depreciation in deferred trustee compensation account

(287)

Registration fees

467,213

Audit

252,296

Legal

261,150

Miscellaneous

5,619,033

Total expenses before reductions

509,252,308

Expense reductions

(8,163,778)

501,088,530

Net investment income (loss)

752,597,206

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $5,800,092)

(1,165,122,340)

Other affiliated issuers

(1,006,620)

 

Foreign currency transactions

(21,201,137)

Futures contracts

(35,266,379)

Total net realized gain (loss)

 

(1,222,596,476)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $12,720,916)

(27,575,257,303)

Assets and liabilities in foreign currencies

34,073,636

Total change in net unrealized appreciation (depreciation)

 

(27,541,183,667)

Net gain (loss)

(28,763,780,143)

Net increase (decrease) in net assets resulting from operations

$ (28,011,182,937)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 752,597,206

$ 610,840,044

Net realized gain (loss)

(1,222,596,476)

3,897,636,523

Change in net unrealized appreciation (depreciation)

(27,541,183,667)

9,174,039,868

Net increase (decrease) in net assets resulting from operations

(28,011,182,937)

13,682,516,435

Distributions to shareholders from net investment income

(623,834,183)

(425,826,410)

Distributions to shareholders from net realized gain

(3,411,186,315)

(2,968,965,380)

Total distributions

(4,035,020,498)

(3,394,791,790)

Share transactions - net increase (decrease)

1,321,563,137

5,675,290,664

Redemption fees

1,934,056

1,737,801

Total increase (decrease) in net assets

(30,722,706,242)

15,964,753,110

 

 

 

Net Assets

Beginning of period

59,929,942,228

43,965,189,118

End of period (including undistributed net investment income of $552,385,607 and undistributed net investment income of $604,543,864, respectively)

$ 29,207,235,986

$ 59,929,942,228

Financial Highlights - Diversified International

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 45.41

$ 37.58

$ 30.80

$ 26.08

$ 22.35

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .55

.47

.46

.30

.16

Net realized and unrealized gain (loss)

  (20.96)

10.23

7.33

4.63

3.87

Total from investment operations

  (20.41)

10.70

7.79

4.93

4.03

Distributions from net investment income

  (.47)

(.36)

(.28)

(.15)

(.30)

Distributions from net realized gain

  (2.57)

(2.51)

(.73)

(.06)

-

Total distributions

  (3.04)

(2.87)

(1.01)

(.21)

(.30)

Redemption fees added to paid in capital B, F

  -

-

-

-

-

Net asset value, end of period

$ 21.96

$ 45.41

$ 37.58

$ 30.80

$ 26.08

Total Return A

  (48.04)%

30.37%

25.89%

19.01%

18.20%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.04%

.93%

1.01%

1.10%

1.15%

Expenses net of fee waivers, if any

  1.04%

.93%

1.01%

1.10%

1.15%

Expenses net of all reductions

  1.02%

.91%

.97%

1.07%

1.12%

Net investment income (loss)

  1.53%

1.20%

1.32%

1.02%

.66%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 28,274,961

$ 59,929,942

$ 43,965,189

$ 29,637,193

$ 19,902,063

Portfolio turnover rate D

  49%

51%

59%

41%

55%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. F Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 38.39

Income from Investment Operations

 

Net investment income (loss) D

  .16

Net realized and unrealized gain (loss)

  (16.57)

Total from investment operations

  (16.41)

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 21.98

Total Return B, C

  (42.75)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .88% A

Expenses net of fee waivers, if any

  .88% A

Expenses net of all reductions

  .87% A

Net investment income (loss)

  1.45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 932,275

Portfolio turnover rate F

  49%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Diversified International Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Diversified International and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund commenced sale of Class K shares and the existing class was designated Diversified International on May 9, 2008. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund is currently closed to most new accounts. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. The U.S. dollar value of forward foreign currency contracts is determined using forward currency exchange rates supplied by a quotation service. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

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

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

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

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

Annual Report

3. Significant Accounting Policies - continued

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

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

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

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

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

Unrealized appreciation

$ 3,488,560,069

Unrealized depreciation

(10,924,916,294)

Net unrealized appreciation (depreciation)

(7,436,356,225)

Undistributed ordinary income

360,875,659

Capital loss carryforward

(956,782,987)

 

 

Cost for federal income tax purposes

$ 36,646,719,383

The tax character of distributions paid was as follows:

 

October 31,
2008

October 31,
2007

Ordinary Income

$ 623,834,183

$ 449,483,504

Long-term Capital Gains

3,411,186,315

2,945,308,286

Total

$ 4,035,020,498

$ 3,394,791,790

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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncements. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

In addition, in March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for reporting periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures to provide information about the reasons the Fund invests in derivative instruments, the accounting treatment and the effect derivatives have on financial performance.

4. Operating Policies.

Forward Foreign Currency Contracts. The Fund generally uses foreign currency contracts to facilitate transactions in foreign-denominated securities and to manage the Fund's currency exposure. Contracts to sell generally are used to hedge the Fund's investments against currency fluctuations, while contracts to buy generally are used to offset a previous contract to sell. Also, a contract to buy can be used to acquire exposure to foreign currencies and a contract to sell can be used to offset a previous contract to buy. These contracts involve market risk in excess of the unrealized gain or loss reflected in the Fund's Statement of Assets and Liabilities. The U.S. dollar value of the currencies the Fund has committed to buy or sell is shown in the Schedule of Investments under the caption "Forward Foreign Currency Contracts." This amount represents the aggregate exposure to each currency the Fund has acquired or hedged through currency contracts at period end. Losses may arise from changes in the value of foreign currency or if the counterparties do not perform under the contracts' terms.

Purchases and sales of forward foreign currency contracts having the same settlement date and broker are offset and any realized gain (loss) recognized on the date of offset: otherwise, gain (loss) is recognized on settlement date. Contracts that have been offset with different counterparties are reflected as both a contract to buy and a contract to sell in the Schedule of Investments under the caption "Forward Foreign Currency Contracts."

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

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $23,096,237,447 and $24,667,165,009, respectively.

Annual Report

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Diversified International as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .78% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to account size and type of account of the shareholders of Diversified International and asset-based fees of .05% of average net assets for Class K. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Diversified International. For the period, the transfer agent fees for Diversified International were equivalent to the annualized rate of .22% of average net assets.

For the period, each class paid the following transfer agent fees:

 

Amount

Diversified International

$ 107,791,225

Class K

47,731

 

$ 107,838,956

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $38,904 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $100,320 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $41,104,703.

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Diversified International operating expenses. During the period, this reimbursement reduced the class' expenses by $12,762.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $6,147,236 for the period In addition, through arrangements with each class'

Annual Report

Notes to Financial Statements - continued

9. Expense Reductions - continued

transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $48,429. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Diversified International

$ 1,954,766

Class K

585

Total

$ 1,955,351

10. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $46,909, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Diversified International

$ 623,834,183

$ 425,826,410

From net realized gain

 

 

Diversified International

$ 3,411,186,315

$ 2,968,965,380

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008 A

2007

2008 A

2007

Diversified International

 

 

 

 

Shares sold

306,179,666

326,379,078

$ 10,595,590,795

$ 12,905,719,605

Conversion to Class K

(43,282,557)

-

(933,288,874)

-

Reinvestment of distributions

95,512,855

90,046,217

3,896,924,337

3,274,080,069

Shares redeemed

(390,314,331)

(266,671,784)

(13,365,445,996)

(10,504,509,010)

Net increase (decrease)

(31,904,367)

149,753,511

$ 193,780,262

$ 5,675,290,664

Class K

 

 

 

 

Shares sold

1,216,070

-

$ 245,180,524

$ -

Conversion from Diversified International

43,251,317

-

933,288,874

-

Shares redeemed

(2,048,185)

-

(50,686,523)

-

Net increase (decrease)

42,419,202

-

$ 1,127,782,875

$ -

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

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statement of assets and liabilities of Fidelity Diversified International Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers[; where replies were not received from brokers, we performed other auditing procedures]. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Diversified International Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

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

James C. Curvey (73)

 

Year of Election or Appointment: 2007

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

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

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

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

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

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-
2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

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

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers**:

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

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of the Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

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

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-
present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-
present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

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

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

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

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

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

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

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

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

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

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

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

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

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

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Proxy Voting Results

A special meeting of each fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

A shareholder proposal for Fidelity Diversified International Fund concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

The fund did not achieve quorum with respect to this proposal, and therefore no action was taken at the meeting and subsequent adjournments. Because sufficient votes in favor of the proposal were not received, on June 18, 2008, the proxies in their discretion determined not to adjourn the meeting further on this item.

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Diversified International Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

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

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

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

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of a fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods.

The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Diversified International Fund did not offer Class K as of December 31, 2007.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Fidelity Diversified International Fund

fid288

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

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

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the charts and considered by the Board.

Fidelity Diversified International Fund

fid227

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

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

The Board noted that the fund's total expenses ranked below its competitive median for 2007.

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

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

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

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

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

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

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although Diversified International Fund is partially closed to new investors, it continues to incur investment management expenses, and marketing and distribution expenses related to the retention of existing shareholders and assets. The Board further noted that Diversified International Fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

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

Annual Report

Managing Your Investments

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

By Phone

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

(phone_graphic)

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

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

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

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

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

Annual Report

To Write Fidelity

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

(letter_graphic)

Making Changes
To Your Account

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

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

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

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

Selling shares

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

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

General Correspondence

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

(letter_graphic)

For Retirement
Accounts

Buying shares

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

Selling shares

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

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

General Correspondence

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

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.
Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
FIL Investment Advisors
FIL Investment Advisors (U.K.) Ltd.
Fidelity Investments Japan Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
1-800-544-8888

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

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

Product Information 1-800-544-8888

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

TDD Service 1-800-544-0118

for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

DIF-K-UANN-1208
1.863004.100

fid306

Fidelity®
Overseas
Fund -

Class K

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

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

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

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

Investments

<Click Here>

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

Financial Statements

<Click Here>

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

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Class K A

-50.84%

2.60%

2.04%

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

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® Overseas Fund - Class K on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE®) Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.


fid320

Annual Report

Management's Discussion of Fund Performance

Comments from Ian Hart, Portfolio Manager of Fidelity® Overseas Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

The fund's Class K shares trailed the MSCI EAFE index during the past year, mostly due to unfavorable security selection. (For specific class-level returns, please see the performance section of this report.) A large amount of this underperformance came from some of the fund's biggest positions, especially in the energy and utilities sectors, which were among the hardest-hit by the abrupt slowdown in global growth. Aker Solutions, a Norwegian engineering and construction services company with heavy exposure to deep-water energy production, was the biggest detractor, its order book getting thinner as oil prices retreated. Similarly, Hochtief, a German construction company, and Veolia Environnement, a French water and waste management utility, also fell hard as new orders slowed. Suzlon Energy, an out-of-index India-based maker of wind turbines, experienced a manufacturing quality-control problem, among other issues, which punished the stock and led me to sell the position. On the upside, the fund's best contributors were NTT DoCoMo, a Japanese mobile phone operator whose solid results also were helped by the appreciating yen; U.S.-based Baxter International, a multinational medical products company with interests in the growing blood plasma market; and Actelion, a Swiss drug maker. An average cash position of around 6% also gave us a nice lift.

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

Annual Report

Overseas

Shareholder Expense Example

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

The actual expense Example is based on an investment on $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for Overseas and for the entire period (May 9, 2008 to October 31, 2008) for Class K. The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized
Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Overseas

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 564.40

$ 4.33 B

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.58 C

Class K

.96%

 

 

 

Actual

 

$ 1,000.00

$ 565.60

$ 3.61 B

Hypothetical A

 

$ 1,000.00

$ 1,020.31

$ 4.88 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Overseas and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Overseas

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

United Kingdom

22.3%

 

fid256

Japan

16.0%

 

fid258

France

14.8%

 

fid260

Germany

10.2%

 

fid262

Switzerland

7.4%

 

fid264

Hong Kong

5.5%

 

fid266

United States of America

5.4%

 

fid268

Italy

4.3%

 

fid270

Indonesia

2.8%

 

fid272

Other

11.3%

 

fid332

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

 

As of April 30, 2008

fid254

France

16.7%

 

fid256

United States of America

13.0%

 

fid258

Japan

10.9%

 

fid260

United Kingdom

10.3%

 

fid262

Germany

9.0%

 

fid264

Italy

6.7%

 

fid266

Switzerland

5.1%

 

fid268

Hong Kong

4.1%

 

fid270

Brazil

3.5%

 

fid272

Other

20.7%

 

fid344

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.0

91.4

Short-Term Investments and Net Other Assets

1.0

8.6

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

4.7

4.1

Unilever PLC (United Kingdom, Food Products)

3.5

0.0

Pernod Ricard SA (France, Beverages)

3.3

5.7

PT Indosat Tbk sponsored ADR (Indonesia, Diversified Telecommunication Services)

2.8

2.3

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

2.2

0.0

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

2.0

0.9

Sodexho Alliance SA ADR (France, Hotels, Restaurants & Leisure)

1.9

1.9

Vivo Participacoes SA sponsored ADR (Brazil, Wireless Telecommunication Services)

1.8

2.4

NTT DoCoMo, Inc. (Japan, Wireless Telecommunication Services)

1.6

1.2

GlaxoSmithKline PLC (United Kingdom, Pharmaceuticals)

1.6

0.0

 

25.4

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.2

23.2

Telecommunication Services

13.5

12.1

Consumer Staples

13.1

6.7

Health Care

12.8

5.5

Consumer Discretionary

10.5

6.3

Energy

8.2

7.5

Materials

5.8

7.0

Information Technology

5.8

4.9

Industrials

5.4

10.4

Utilities

4.7

7.8

Annual Report

Overseas

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 99.0%

Shares

Value

Australia - 1.2%

AMP Ltd.

5,900,427

$ 21,451,719

CSL Ltd.

1,874,540

45,564,430

TOTAL AUSTRALIA

67,016,149

Bermuda - 0.7%

Willis Group Holdings Ltd.

1,517,900

39,829,696

Brazil - 1.8%

Vivo Participacoes SA sponsored ADR (d)

9,054,040

99,051,198

Canada - 0.5%

Harry Winston Diamond Corp.

3,059,000

29,808,633

China - 0.7%

Global Bio-Chem Technology Group Co. Ltd.

103,690,000

14,451,053

Li Ning Co. Ltd.

19,226,000

23,792,971

TOTAL CHINA

38,244,024

Finland - 0.7%

Nokia Corp. sponsored ADR

2,429,600

36,881,328

France - 14.8%

Accor SA (d)

913,100

35,524,443

Alstom SA

582,100

28,851,014

AXA SA

1,376,500

26,296,713

BNP Paribas SA

285,200

20,591,810

Carrefour SA

1,426,300

60,253,971

Credit Agricole SA

2,742,800

39,680,113

GDF Suez

1,321,000

59,048,125

L'Oreal SA

392,400

29,714,113

Pernod Ricard SA

2,824,084

183,900,633

Pinault Printemps-Redoute SA

420,000

26,766,784

Sanofi-Aventis

769,900

48,778,637

Societe Generale Series A

800,900

43,653,059

Sodexo Alliance SA ADR

2,159,000

102,012,750

Total SA Series B

1,083,100

59,585,051

Unibail-Rodamco

200,300

30,041,937

Veolia Environnement

825,937

20,468,052

TOTAL FRANCE

815,167,205

Germany - 10.2%

Adidas-Salomon AG

1,562,900

55,497,675

Allianz AG (Reg.)

344,600

25,788,756

BASF AG

852,300

28,659,652

Bayer AG

973,500

54,194,446

Daimler AG

1,775,500

61,254,750

Deutsche Bank AG

346,600

13,161,450

Deutsche Bank AG (NY Shares)

233,800

8,879,724

Deutsche Boerse AG

568,883

45,486,444

E.ON AG

1,528,773

58,485,949

Hochtief AG (d)

172,994

5,406,570

Linde AG

615,800

51,715,981

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

387,176

51,387,938

 

Shares

Value

RWE AG

942,800

$ 78,788,883

SAP AG

615,000

21,897,789

TOTAL GERMANY

560,606,007

Hong Kong - 5.5%

China Unicom Ltd. sponsored ADR (d)

17,825,600

256,866,894

Hutchison Whampoa Ltd.

8,687,000

46,388,580

TOTAL HONG KONG

303,255,474

India - 1.7%

Allahabad Bank

10,885,323

10,799,305

Bank of Baroda

6,190,852

30,755,998

Gammon India Ltd.

3,139,930

4,904,991

Satyam Computer Services Ltd. sponsored ADR

2,853,000

44,877,690

TOTAL INDIA

91,337,984

Indonesia - 2.8%

PT Indosat Tbk sponsored ADR (d)

6,386,238

155,121,721

Italy - 4.3%

Banco Popolare Scarl

2,395,200

29,879,990

Enel SpA

5,368,900

35,919,306

ENI SpA

3,616,300

86,314,376

Impregilo SpA (a)(d)

13,600,300

35,875,750

Mediobanca SpA

1,528,200

17,447,116

UniCredit SpA

12,950,400

31,686,062

TOTAL ITALY

237,122,600

Japan - 16.0%

Aeon Co. Ltd.

792,900

7,602,786

Asahi Glass Co. Ltd.

1,758,000

11,046,315

Bridgestone Corp.

2,807,500

49,081,003

Canon, Inc. sponsored ADR

1,556,900

53,354,963

Citizen Holdings Co. Ltd.

5,351,200

29,607,195

Daiichi Sankyo Co. Ltd.

972,400

19,937,971

East Japan Railway Co.

5,336

37,969,062

Fujifilm Holdings Corp.

1,104,000

25,413,193

Hitachi Ltd.

6,430,000

30,187,662

Honda Motor Co. Ltd. sponsored ADR (d)

810,500

20,076,085

Japan Tobacco, Inc.

14,930

52,964,092

Komatsu Ltd.

711,200

7,818,299

Mitsubishi Corp.

1,168,800

19,590,258

Mitsubishi UFJ Financial Group, Inc.

13,442,100

84,468,186

Nintendo Co. Ltd.

83,800

26,145,599

Nippon Yusen KK

2,819,000

13,631,089

Nomura Holdings, Inc.

5,930,400

56,183,746

NTT DoCoMo, Inc.

57,113

90,573,692

Ricoh Co. Ltd.

2,680,000

28,840,742

Seven & I Holdings Co. Ltd.

1,274,200

35,775,128

Sumitomo Mitsui Financial Group, Inc.

16,164

64,796,007

T&D Holdings, Inc.

695,150

26,554,297

Common Stocks - continued

Shares

Value

Japan - continued

THK Co. Ltd.

1,646,800

$ 22,550,571

Toyota Motor Corp. sponsored ADR

874,000

66,502,660

TOTAL JAPAN

880,670,601

Luxembourg - 0.5%

ArcelorMittal SA (NY Shares)
Class A (d)

1,015,000

26,643,750

Netherlands - 0.1%

Unilever NV (Certificaten Van Aandelen)

221,300

5,333,214

Netherlands Antilles - 0.4%

Schlumberger Ltd. (NY Shares)

432,500

22,338,625

Norway - 0.3%

Aker Solutions ASA

3,239,950

17,718,247

Portugal - 0.4%

Galp Energia SGPS SA Class B

2,433,100

22,119,456

Spain - 1.7%

Repsol YPF SA sponsored ADR (d)

2,556,500

48,880,280

Telefonica SA sponsored ADR

778,400

43,208,984

TOTAL SPAIN

92,089,264

Switzerland - 7.4%

Actelion Ltd. (Reg.) (a)

693,363

36,620,979

EFG International

673,735

14,500,783

Nestle SA (Reg.)

1,947,840

75,729,314

Novartis AG sponsored ADR

1,580,500

80,589,695

Roche Holding AG (participation certificate)

736,473

112,602,220

Sonova Holding AG

698,935

29,034,883

UBS AG (For. Reg.)

2,832,544

48,050,196

Zurich Financial Services AG (Reg.)

42,582

8,637,074

TOTAL SWITZERLAND

405,765,144

Turkey - 0.6%

Turkcell Iletisim Hizmet AS sponsored ADR

2,678,300

32,862,741

United Kingdom - 22.3%

3i Group PLC

3,985,900

34,762,749

Anglo American PLC ADR

2,950,200

37,025,010

BAE Systems PLC

8,241,700

46,320,575

Barclays PLC Sponsored ADR (d)

1,996,700

21,504,459

BG Group PLC

2,270,500

33,381,197

BT Group PLC

10,661,000

20,030,039

Experian PLC

4,923,800

27,151,274

GlaxoSmithKline PLC

4,576,800

87,973,349

HBOS PLC

2,103,841

3,444,463

HSBC Holdings PLC sponsored ADR (d)

1,037,100

61,188,900

Kingfisher PLC

12,348,400

22,789,191

Land Securities Group PLC

1,906,600

33,839,383

Lloyds TSB Group PLC sponsored ADR (d)

3,016,600

38,129,824

Man Group PLC

4,212,300

24,316,634

 

Shares

Value

Marks & Spencer Group PLC

7,576,600

$ 26,856,971

Misys PLC

11,932,200

21,363,111

Pearson PLC

2,180,700

21,717,783

Prudential PLC

2,669,000

13,405,636

Rexam PLC

4,242,700

25,562,541

Rio Tinto PLC (Reg.)

1,380,500

64,478,162

Royal Bank of Scotland Group PLC

7,681,297

8,460,032

Royal Dutch Shell PLC Class B ADR

2,154,300

119,111,247

Shire PLC

3,897,100

51,246,650

Smith & Nephew PLC

5,925,800

54,251,922

Standard Chartered PLC (United Kingdom)

1,896,800

31,344,600

Unilever PLC

8,647,200

194,242,572

Vodafone Group PLC sponsored ADR

2,245,900

43,278,493

William Hill PLC

6,391,800

19,650,410

WPP Group PLC

7,373,000

44,098,024

TOTAL UNITED KINGDOM

1,230,925,201

United States of America - 4.4%

Baxter International, Inc.

794,800

48,077,452

Estee Lauder Companies, Inc. Class A

920,100

33,160,404

Freeport-McMoRan Copper & Gold, Inc. Class B

1,917,100

55,787,610

Hess Corp.

612,400

36,872,604

Johnson & Johnson

525,000

32,203,500

The Coca-Cola Co.

609,400

26,850,164

Virgin Media, Inc.

1,454,543

8,378,168

TOTAL UNITED STATES OF AMERICA

241,329,902

TOTAL COMMON STOCKS

(Cost $7,355,907,113)

5,451,238,164

Money Market Funds - 6.9%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

314,710,301

314,710,301

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

65,761,125

65,761,125

TOTAL MONEY MARKET FUNDS

(Cost $380,471,426)

380,471,426

TOTAL INVESTMENT PORTFOLIO - 105.9%

(Cost $7,736,378,539)

5,831,709,590

NET OTHER ASSETS - (5.9)%

(322,531,422)

NET ASSETS - 100%

5,509,178,168

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 13,797,316

Fidelity Securities Lending Cash Central Fund

10,402,470

Total

$ 24,199,786

Other Affiliated Issuers

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

Affiliates

Value,
beginning
of period

Purchases

Sales
Proceeds

Dividend
Income

Value,
end of
period

Aker Solutions ASA

$ 509,546,689

$ 14,659,742

$ 238,544,438

$ 4,093,592

$ -

Global Bio-Chem Technology Group Co. Ltd.

42,632,796

14,345,947

12,428,483

556,974

-

Harry Winston Diamond Corp.

-

15,228,392

10,609,736

507,037

-

Impregilo SpA

135,232,253

46,487,532

46,151,761

-

-

Total

$ 687,411,738

$ 90,721,613

$ 307,734,418

$ 5,157,603

$ -

Income Tax Information

At October 31, 2008, the Fund had a capital loss carryforward of approximately $859,201,568 all of which will expire on October 31, 2016.

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

Annual Report

Overseas

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $62,305,881) - See accompanying schedule:

Unaffiliated issuers (cost $7,355,907,113)

$ 5,451,238,164

 

Fidelity Central Funds (cost $380,471,426)

380,471,426

 

Total Investments (cost $7,736,378,539)

 

$ 5,831,709,590

Receivable for investments sold

161,451,447

Receivable for fund shares sold

19,472,456

Dividends receivable

13,604,003

Distributions receivable from Fidelity Central Funds

800,371

Prepaid expenses

2,499

Other receivables

9,811,804

Total assets

6,036,852,170

 

 

 

Liabilities

Payable to custodian bank

$ 15,624,667

Payable for investments purchased

437,886,164

Payable for fund shares redeemed

2,793,734

Accrued management fee

3,443,571

Other affiliated payables

1,632,523

Other payables and accrued expenses

532,218

Collateral on securities loaned, at value

65,761,125

Total liabilities

527,674,002

 

 

 

Net Assets

$ 5,509,178,168

Net Assets consist of:

 

Paid in capital

$ 8,217,883,477

Undistributed net investment income

101,205,874

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

(905,086,866)

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

(1,904,824,317)

Net Assets

$ 5,509,178,168

 

 

 

Overseas:
Net Asset Value, offering price and redemption price per share ($5,464,901,080 ÷ 214,875,924 shares)

$ 25.43

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($44,277,088 ÷ 1,739,432 shares)

$ 25.45

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends (including $5,157,603 earned from other affiliated issuers)

 

$ 192,592,406

Interest

 

142,565

Income from Fidelity Central Funds (including $10,402,470 from security lending)

 

24,199,786

 

 

216,934,757

Less foreign taxes withheld

 

(19,577,193)

Total income

 

197,357,564

 

 

 

Expenses

Management fee
Basic fee

$ 57,800,495

Performance adjustment

10,393,355

Transfer agent fees

19,460,444

Accounting and security lending fees

1,755,747

Custodian fees and expenses

1,632,455

Independent trustees' compensation

36,451

Depreciation in deferred trustee compensation account

(2,521)

Registration fees

118,692

Audit

102,454

Legal

48,842

Interest

15,524

Miscellaneous

843,473

Total expenses before reductions

92,205,411

Expense reductions

(2,978,136)

89,227,275

Net investment income (loss)

108,130,289

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(797,144,495)

Other affiliated issuers

(103,193,270)

 

Foreign currency transactions

(2,599,494)

Total net realized gain (loss)

 

(902,937,259)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $350,879)

(4,444,932,593)

Assets and liabilities in foreign currencies

(21,643)

Total change in net unrealized appreciation (depreciation)

 

(4,444,954,236)

Net gain (loss)

(5,347,891,495)

Net increase (decrease) in net assets resulting from operations

$ (5,239,761,206)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 108,130,289

$ 119,216,448

Net realized gain (loss)

(902,937,259)

1,120,668,756

Change in net unrealized appreciation (depreciation)

(4,444,954,236)

1,583,404,106

Net increase (decrease) in net assets resulting from operations

(5,239,761,206)

2,823,289,310

Distributions to shareholders from net investment income

(93,919,303)

(85,344,347)

Distributions to shareholders from net realized gain

(947,430,820)

(719,995,618)

Total distributions

(1,041,350,123)

(805,339,965)

Share transactions - net increase (decrease)

2,246,479,755

307,878,697

Redemption fees

456,294

238,697

Total increase (decrease) in net assets

(4,034,175,280)

2,326,066,739

 

 

 

Net Assets

Beginning of period

9,543,353,448

7,217,286,709

End of period (including undistributed net investment income of $101,205,874 and undistributed net investment income of $106,479,330, respectively)

$ 5,509,178,168

$ 9,543,353,448

Financial Highlights - Overseas

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 58.39

$ 47.08

$ 37.65

$ 32.21

$ 29.19

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .55

.70

.63

.39

.17 E

Net realized and unrealized gain (loss)

  (27.19)

15.80

9.37

5.35

3.15

Total from investment operations

  (26.64)

16.50

10.00

5.74

3.32

Distributions from net investment income

  (.57)

(.55)

(.41)

(.19)

(.30)

Distributions from net realized gain

  (5.75)

(4.64)

(.16)

(.11)

-

Total distributions

  (6.32)

(5.19)

(.57)

(.30)

(.30)

Redemption fees added to paid in capital B, G

  -

-

-

-

-

Net asset value, end of period

$ 25.43

$ 58.39

$ 47.08

$ 37.65

$ 32.21

Total Return A

  (50.88)%

38.79%

26.83%

17.90%

11.45%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.13%

.95%

1.00%

.93%

1.05%

Expenses net of fee waivers, if any

  1.13%

.95%

1.00%

.93%

1.05%

Expenses net of all reductions

  1.10%

.91%

.90%

.86%

1.01%

Net investment income (loss)

  1.33%

1.43%

1.43%

1.11%

.55% E

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 5,464,901

$ 9,543,353

$ 7,217,287

$ 4,733,797

$ 4,182,103

Portfolio turnover rate D

  113%

87%

132%

87%

79%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income (loss) to average net assets would have been .52%. F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. G Amount represents less than $.01 per share.

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

Annual Report

Financial Highlights - Class K

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 45.00

Income from Investment Operations

 

Net investment income (loss) D

  .13

Net realized and unrealized gain (loss)

  (19.68)

Total from investment operations

  (19.55)

Redemption fees added to paid in capital D, I

  -

Net asset value, end of period

$ 25.45

Total Return B, C

  (43.44)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  .96% A

Expenses net of fee waivers, if any

  .96% A

Expenses net of all reductions

  .93% A

Net investment income (loss)

  1.08% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 44,277

Portfolio turnover rate F

  113%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of long-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class. I Amount represents less than $.01 per share.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Overseas Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Overseas and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. The Fund commenced sale of Class K shares and the existing class was designated Overseas on May 9, 2008. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

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

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

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

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

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

Annual Report

3. Significant Accounting Policies - continued

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

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

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), deferred trustees compensation and losses deferred due to wash sales.

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

Unrealized appreciation

$ 169,074,168

Unrealized depreciation

(2,119,783,780)

Net unrealized appreciation (depreciation)

(1,950,709,612)

Undistributed ordinary income

60,427,430

Capital loss carryforward

(859,201,568)

 

 

Cost for federal income tax purposes

$ 7,782,419,202

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 204,315,590

$ 313,446,407

Long-term Capital Gains

837,034,533

491,893,558

Total

$ 1,041,350,123

$ 805,339,965

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

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $10,177,265,207 and $8,779,633,729, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Fidelity Overseas as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .84% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to account size and type of account of the shareholders of Overseas and asset-based fees of .05% of average net assets for Class K. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Overseas. For the period, the transfer agent fees for Overseas were equivalent to an annualized rate of .24% of average net assets.

For the period, each class paid the following transfer agent fees:

 

Amount

Overseas

$ 19,458,605

Class K

1,839

 

$ 19,460,444

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $19,859 for the period.

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

Borrower or Lender

Average Daily Loan Balance

Weighted Average Interest Rate

Interest Expense

Borrower

$ 56,930,500

4.75%

$ 15,023

Annual Report

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $16,603 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

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

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $7,800,000. The weighted average interest rate was 2.31%. The interest expense amounted to $501 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Overseas operating expenses. During the period, this reimbursement reduced the class' expenses by $12,763.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,579,319 for the period. In addition, through arrangements with and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $15,936. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Overseas

$ 370,118

11. Other.

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

At the end of the period, Fidelity Freedom 2020 Fund was the owner of record of approximately 11% of the total outstanding shares of the Fund. The Fidelity Freedom Funds were the owners of record, in the aggregate of approximately 44% of the total outstanding shares of the Fund.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $55,778, which is recorded in the accompanying Statement of Operations.

Annual Report

Notes to Financial Statements - continued

11. Other - continued

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Overseas

$ 93,919,303

$ 85,344,347

From net realized gain

 

 

Overseas

$ 947,430,820

$ 719,995,618

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008A

2007

2008A

2007

Overseas

 

 

 

 

Shares sold

76,040,831

41,499,511

$ 2,985,572,846

$ 2,023,578,024

Conversion to Class K

(1,789,301)

-

(50,752,081)

-

Reinvestment of distributions

20,825,405

18,292,055

1,030,024,482

797,167,795

Shares redeemed

(43,642,881)

(49,648,078)

(1,767,850,377)

(2,512,867,122)

Net increase (decrease)

51,434,054

10,143,488

$ 2,196,994,870

$ 307,878,697

Class K

 

 

 

 

Shares sold

23,823

-

$ 671,729

$ -

Conversion from Overseas

1,787,998

-

50,752,081

-

Shares redeemed

(72,389)

-

(1,938,925)

-

Net increase (decrease)

1,739,432

-

$ 49,484,885

$ -

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

Annual Report

Report of Independent Registered Public Accounting Firm

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

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Overseas Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Overseas Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

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

James C. Curvey (73)

 

Year of Election or Appointment: 2007

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

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

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

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

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

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-
2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

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

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers**:

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

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

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

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

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

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

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

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

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

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

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

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

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

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

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

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

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

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal for Fidelity Overseas Fund concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

1,027,473,497.30

22.075

Against

3,357,951,287.91

72.144

Abstain

211,338,442.15

4.541

Broker Non-Votes

57,735,630.82

1.240

TOTAL

4,654,498,858.18

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Overseas Fund

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

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

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

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

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of a fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods.

The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Overseas Fund did not offer Class K as of December 31, 2007.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Fidelity Overseas Fund


fid346

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

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

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the charts and considered by the Board.

Fidelity Overseas Fund


fid348

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

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

The Board noted that the fund's total expenses ranked below its competitive median for 2007.

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

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

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

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

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

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

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

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

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

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

Annual Report

Managing Your Investments

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

By Phone

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

(phone_graphic)

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

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

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

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

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

Annual Report

To Write Fidelity

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

(letter_graphic)

Making Changes
To Your Account

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

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

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

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

Selling shares

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

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

General Correspondence

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

(letter_graphic)

For Retirement
Accounts

Buying shares

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

Selling shares

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

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

General Correspondence

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

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 Old N. Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

11 Penn Plaza
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

14100 San Pedro
San Antonio, TX

1576 East Southlake Blvd.
Southlake, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

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

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

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

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

JPMorgan Chase Bank
New York, NY

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
1-800-544-8888

OVE-K-UANN-1208
1.863317.100

fid306

Fidelity's
Targeted International Equity
Funds
®

Fidelity® Canada Fund

Fidelity China Region Fund

Fidelity Emerging Markets Fund

Fidelity Europe Fund

Fidelity Europe Capital Appreciation Fund

Fidelity Japan Fund

Fidelity Japan Smaller Companies Fund

Fidelity Latin America Fund

Fidelity Nordic Fund

Fidelity Pacific Basin Fund

Fidelity Southeast Asia Fund

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Canada Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

China Region Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Emerging Markets Fund

<Click Here>

Shareholder Expense Example

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

Shareholder Expense Example

<Click Here>

An example of Shareholder Expenses

Europe Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Europe Capital Appreciation Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Japan Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Japan Smaller Companies Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Latin America Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Nordic Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Pacific Basin Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Southeast Asia Fund

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

Notes to Financial Statements

<Click Here>

Notes to Financial Statements

Reports of Independent Registered Public Accounting Firms

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

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

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

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

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

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

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

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Canada

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 628.90

$ 5.61

HypotheticalA

 

$ 1,000.00

$ 1,018.25

$ 6.95

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 628.00

$ 6.79

HypotheticalA

 

$ 1,000.00

$ 1,016.79

$ 8.42

Class B

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 626.40

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Class C

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 626.40

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Canada

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 629.80

$ 4.38

HypotheticalA

 

$ 1,000.00

$ 1,019.76

$ 5.43

Institutional Class

1.14%

 

 

 

Actual

 

$ 1,000.00

$ 629.60

$ 4.67

HypotheticalA

 

$ 1,000.00

$ 1,019.41

$ 5.79

A 5% return per year before expenses

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

Annual Report

Canada

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Canada

-42.06%

11.00%

13.07%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Canada, a class of the fund, on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the S&P/TSX Composite Index performed over the same period.


fid427

Annual Report

Canada

Management's Discussion of Fund Performance

Comments from Douglas Lober, who became Portfolio Manager of Fidelity® Canada Fund on September 1, 2008

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year ending October 31, 2008, the fund's Retail Class shares fell 42.06%, beating the 46.37% decline of the S&P/TSX Composite Index. Prudent stock selection in the energy and materials sectors supported the fund's return versus the benchmark. Overweighted positions in oil and natural gas pipeline company TransCanada, fertilizer company Potash Corp. of Saskatchewan, Toronto-Dominion Bank and transportation manufacturer Bombardier made these stocks the fund's top contributors. Having virtually no exposure to floundering telecommunications equipment maker and index component Nortel Networks also helped when equipment investment cutbacks by telecom carriers drove down this company's stock. I sold the position. Underweighting Canadian Imperial Bank of Commerce also helped when this stock faltered. Lastly, the fund's cash holdings boosted performance substantially. On the other hand, we missed the strength of pipeline company Enbridge, having chosen to invest in TransCanada instead, and we had disappointing results from our positioning in Bank of Nova Scotia, T-shirt manufacturer Gildan Activewear, and gold mining companies Yamana Gold and Barrick Gold, both of which declined along with other commodities stocks during the period. Currency fluctuations also dampened performance.

Note to shareholders: Fidelity Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2008, the fund did not have more than 25% of its total assets invested in any one industry.

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

Annul Report

Canada

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Canada

92.8%

 

fid272

United States of America

7.2%

 

fid431

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

 

As of April 30, 2008

fid254

Canada

92.0%

 

fid272

United States of America

8.0%

 

fid435

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.5

91.9

Short-Term Investments and Net Other Assets

1.5

8.1

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Bank of Canada (Commercial Banks)

6.5

3.5

Toronto-Dominion Bank (Commercial Banks)

6.2

4.4

EnCana Corp. (Oil, Gas & Consumable Fuels)

6.2

5.0

Canadian Natural Resources Ltd. (Oil, Gas & Consumable Fuels)

5.2

3.9

Canadian National Railway Co. (Road & Rail)

4.3

0.4

TransCanada Corp. (Oil, Gas & Consumable Fuels)

4.3

3.3

Potash Corp. of Saskatchewan, Inc. (Chemicals)

3.5

5.0

Research In Motion Ltd. (Communications Equipment)

3.4

4.4

Manulife Financial Corp. (Insurance)

3.3

4.2

Rogers Communications, Inc. Class B (non-vtg.) (Wireless Telecommunication Services)

2.9

2.8

 

45.8

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

28.8

27.9

Financials

27.8

21.2

Materials

11.3

14.8

Industrials

7.7

9.2

Telecommunication Services

7.0

4.9

Consumer Staples

5.7

3.2

Information Technology

5.3

6.9

Consumer Discretionary

3.1

3.5

Health Care

1.4

0.3

Utilities

0.4

0.0

Annual Report

Canada

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.5%

Shares

Value

CONSUMER DISCRETIONARY - 3.1%

Hotels, Restaurants & Leisure - 0.9%

McDonald's Corp.

250,000

$ 14,482,500

Tim Hortons, Inc.

500,000

12,585,000

 

27,067,500

Media - 1.7%

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

340,000

7,858,517

Corus Entertainment, Inc. Class B (non-vtg.) (d)

550,000

6,431,415

Groupe Aeroplan, Inc.

490,000

4,254,686

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

900,000

14,681,539

Thomson Reuters Corp. (d)

400,000

9,414,497

Yellow Pages Income Fund (d)

900,000

6,530,934

 

49,171,588

Textiles, Apparel & Luxury Goods - 0.5%

Gildan Activewear, Inc. (a)

560,000

13,050,257

TOTAL CONSUMER DISCRETIONARY

89,289,345

CONSUMER STAPLES - 5.7%

Food & Staples Retailing - 3.3%

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

1,210,000

16,306,601

George Weston Ltd.

80,000

4,080,942

Metro, Inc. Class A (sub. vtg.)

940,000

23,659,811

Shoppers Drug Mart Corp.

1,300,000

50,024,880

 

94,072,234

Food Products - 1.4%

Campbell Soup Co.

460,000

17,457,000

General Mills, Inc.

280,000

18,967,200

Viterra, Inc. (a)

809,300

5,134,471

 

41,558,671

Household Products - 1.0%

Procter & Gamble Co.

450,000

29,043,000

TOTAL CONSUMER STAPLES

164,673,905

ENERGY - 28.8%

Energy Equipment & Services - 0.1%

Flint Energy Services Ltd. (a)

260,000

1,498,590

Precision Drilling Trust (d)

163,300

1,760,574

 

3,259,164

Oil, Gas & Consumable Fuels - 28.7%

Cameco Corp.

1,050,000

17,180,710

Canadian Natural Resources Ltd.

2,950,000

148,796,650

Canadian Oil Sands Trust

1,250,000

33,525,460

Enbridge, Inc.

608,900

21,138,293

EnCana Corp.

3,500,000

177,728,479

Exxon Mobil Corp.

400,000

29,648,000

Husky Energy, Inc.

1,500,000

45,032,344

 

Shares

Value

Imperial Oil Ltd.

900,000

$ 31,833,637

Keyera Facilities Income Fund

2,050,000

31,044,120

Nexen, Inc.

1,350,000

21,428,927

Niko Resources Ltd.

240,000

10,509,206

Petro-Canada

1,450,000

36,243,987

Suncor Energy, Inc.

2,950,000

70,826,422

Talisman Energy, Inc.

2,700,000

26,668,602

TransCanada Corp.

4,100,000

123,836,457

 

825,441,294

TOTAL ENERGY

828,700,458

FINANCIALS - 27.8%

Capital Markets - 0.1%

IGM Financial, Inc.

100,000

3,022,060

Commercial Banks - 18.1%

Bank of Montreal (d)

1,609,300

57,415,895

Bank of Nova Scotia

1,500,000

49,995,853

Canadian Imperial Bank of Commerce

784,600

35,566,625

National Bank of Canada

280,000

10,498,258

Royal Bank of Canada

4,840,000

188,012,608

Toronto-Dominion Bank

3,800,000

179,379,665

 

520,868,904

Diversified Financial Services - 0.3%

Onex Corp. (sub. vtg.)

400,000

6,916,570

TMX Group, Inc.

145,000

3,395,920

 

10,312,490

Insurance - 7.7%

Fairfax Financial Holdings Ltd.

90,000

24,705,590

ING Canada, Inc.

525,000

14,285,329

Manulife Financial Corp.

4,800,000

96,015,923

Power Corp. of Canada (sub. vtg.)

2,100,000

45,629,458

Sun Life Financial, Inc.

1,700,000

39,969,315

 

220,605,615

Real Estate Investment Trusts - 0.1%

RioCan (REIT)

250,000

3,485,238

Real Estate Management & Development - 1.5%

Brookfield Asset Management, Inc. Class A (d)

2,050,000

35,872,450

Brookfield Properties Corp.

650,000

6,558,504

 

42,430,954

TOTAL FINANCIALS

800,725,261

HEALTH CARE - 1.4%

Health Care Equipment & Supplies - 0.7%

Baxter International, Inc.

300,000

18,147,000

Noveko International, Inc. (a)

2,500,000

2,944,103

 

21,091,103

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - 0.7%

Johnson & Johnson

300,000

$ 18,402,000

TOTAL HEALTH CARE

39,493,103

INDUSTRIALS - 7.7%

Aerospace & Defense - 1.4%

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

9,900,000

38,177,973

CAE, Inc.

500,000

2,931,664

 

41,109,637

Construction & Engineering - 0.8%

SNC-Lavalin Group, Inc.

815,000

21,405,747

Road & Rail - 5.2%

Canadian National Railway Co.

2,870,000

124,530,105

Canadian Pacific Railway Ltd.

550,000

24,881,821

 

149,411,926

Trading Companies & Distributors - 0.3%

Finning International, Inc.

705,000

8,565,475

TOTAL INDUSTRIALS

220,492,785

INFORMATION TECHNOLOGY - 5.3%

Communications Equipment - 3.4%

Research In Motion Ltd. (a)(d)

1,910,000

96,321,310

Computers & Peripherals - 0.3%

Hewlett-Packard Co.

250,000

9,570,000

Internet Software & Services - 0.3%

Open Text Corp. (a)

350,000

8,870,459

IT Services - 1.3%

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

4,690,000

37,417,316

TOTAL INFORMATION TECHNOLOGY

152,179,085

MATERIALS - 11.3%

Chemicals - 4.1%

Agrium, Inc.

460,000

17,613,369

Potash Corp. of Saskatchewan, Inc.

1,180,000

100,606,802

 

118,220,171

Metals & Mining - 7.2%

Agnico-Eagle Mines Ltd.

200,000

5,516,669

Barrick Gold Corp. (d)

3,600,000

82,282,302

Goldcorp, Inc.

3,350,000

62,621,496

Kinross Gold Corp.

2,350,000

24,458,865

Orezone Resources, Inc. Class A (a)

10,000,000

1,617,184

Shore Gold, Inc. (a)

400,000

208,990

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

1,900,000

18,908,608

Yamana Gold, Inc.

2,700,000

12,875,270

 

208,489,384

TOTAL MATERIALS

326,709,555

 

Shares

Value

TELECOMMUNICATION SERVICES - 7.0%

Diversified Telecommunication Services - 4.1%

BCE, Inc.

2,750,000

$ 79,890,944

TELUS Corp.

1,050,000

37,069,580

 

116,960,524

Wireless Telecommunication Services - 2.9%

Rogers Communications, Inc. Class B (non-vtg.)

2,900,000

84,152,430

TOTAL TELECOMMUNICATION SERVICES

201,112,954

UTILITIES - 0.4%

Electric Utilities - 0.3%

Fortis, Inc.

400,000

8,724,498

Multi-Utilities - 0.1%

Canadian Utilities Ltd. Class A (non-vtg.)

100,000

3,516,338

TOTAL UTILITIES

12,240,836

TOTAL COMMON STOCKS

(Cost $3,177,288,022)

2,835,617,287

Money Market Funds - 4.2%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

44,876,838

44,876,838

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

74,627,890

74,627,890

TOTAL MONEY MARKET FUNDS

(Cost $119,504,728)

119,504,728

TOTAL INVESTMENT
PORTFOLIO - 102.7%

(Cost $3,296,792,750)

2,955,122,015

NET OTHER ASSETS - (2.7)%

(76,419,060)

NET ASSETS - 100%

$ 2,878,702,955

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 7,406,661

Fidelity Securities Lending Cash Central Fund

7,155,677

Total

$ 14,562,338

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $109,618,723 all of which will expire on October 31, 2016.

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

Annual Report

Canada

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $70,624,731) - See accompanying schedule:

Unaffiliated issuers
(cost $3,177,288,022)

$ 2,835,617,287

 

Fidelity Central Funds
(cost $119,504,728)

119,504,728

 

Total Investments (cost $3,296,792,750)

 

$ 2,955,122,015

Cash

50,940

Foreign currency held at value
(cost $1,751,041)

1,751,041

Receivable for investments sold

37,624,117

Receivable for fund shares sold

6,126,409

Dividends receivable

3,564,722

Distributions receivable from Fidelity Central Funds

930,110

Prepaid expenses

1,171

Other receivables

560,878

Total assets

3,005,731,403

 

 

 

Liabilities

Payable for investments purchased

$ 39,987,092

Payable for fund shares redeemed

8,966,712

Accrued management fee

2,327,601

Distribution fees payable

37,935

Other affiliated payables

956,398

Other payables and accrued expenses

124,820

Collateral on securities loaned, at value

74,627,890

Total liabilities

127,028,448

 

 

 

Net Assets

$ 2,878,702,955

Net Assets consist of:

 

Paid in capital

$ 3,364,193,370

Undistributed net investment income

26,382,786

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

(170,169,032)

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

(341,704,169)

Net Assets

$ 2,878,702,955

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption
price per share ($56,241,768 ÷ 1,472,410 shares)

$ 38.20

 

 

 

Maximum offering price per share (100/94.25 of $38.20)

$ 40.53

Class T:
Net Asset Value
and redemption
price per share ($14,962,665 ÷ 392,759 shares)

$ 38.10

 

 

 

Maximum offering price per share (100/96.50 of $38.10)

$ 39.48

Class B:
Net Asset Value
and offering
price per share ($5,614,606 ÷ 148,110 shares)A

$ 37.91

 

 

 

Class C:
Net Asset Value
and offering
price per share ($16,715,712 ÷ 441,756 shares)A

$ 37.84

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($2,776,298,056 ÷ 72,354,690 shares)

$ 38.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,870,148 ÷ 231,554 shares)

$ 38.31

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

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

Annual Report

Statement of Operations

 

Year ended October 31, 2008

Investment Income

 

 

Dividends

 

$ 88,816,652

Interest

 

3,342,141

Income from Fidelity Central Funds (including $7,155,677 from security lending)

 

14,562,338

 

 

106,721,131

Less foreign taxes withheld

 

(13,248,424)

Total income

 

93,472,707

 

 

 

Expenses

Management fee
Basic fee

$ 33,096,529

Performance adjustment

2,474,546

Transfer agent fees

10,148,036

Distribution fees

476,058

Accounting and security lending fees

1,552,365

Custodian fees and expenses

128,586

Independent trustees' compensation

20,487

Registration fees

278,940

Audit

74,475

Legal

21,976

Interest

8,474

Miscellaneous

540,182

Total expenses before reductions

48,820,654

Expense reductions

(1,414,672)

47,405,982

Net investment income (loss)

46,066,725

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(171,748,787)

Foreign currency transactions

(3,938,430)

Total net realized gain (loss)

 

(175,687,217)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(2,180,802,820)

Assets and liabilities in foreign currencies

(200,050)

Total change in net unrealized appreciation (depreciation)

 

(2,181,002,870)

Net gain (loss)

(2,356,690,087)

Net increase (decrease) in net assets resulting from operations

$ (2,310,623,362)

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 46,066,725

$ 33,178,201

Net realized gain (loss)

(175,687,217)

272,277,024

Change in net unrealized appreciation (depreciation)

(2,181,002,870)

1,120,719,255

Net increase (decrease) in net assets resulting from operations

(2,310,623,362)

1,426,174,480

Distributions to shareholders from net investment income

(28,915,979)

(22,989,617)

Distributions to shareholders from net realized gain

(235,022,630)

(65,775,827)

Total distributions

(263,938,609)

(88,765,444)

Share transactions - net increase (decrease)

507,012,286

467,056,549

Redemption fees

3,308,433

1,551,369

Total increase (decrease) in net assets

(2,064,241,252)

1,806,016,954

 

 

 

Net Assets

Beginning of period

4,942,944,207

3,136,927,253

End of period (including undistributed net investment income of $26,382,786 and undistributed net investment income of $26,450,845, respectively)

$ 2,878,702,955

$ 4,942,944,207

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

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.16

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .39

.19

Net realized and unrealized gain (loss)

  (28.71)

15.96

Total from investment operations

  (28.32)

16.15

Distributions from net investment income

  (.41)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.68)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 38.20

$ 70.16

Total Return B, C, D

  (42.23)%

29.93%

Ratios to Average Net Assets F, I

 

 

Expenses before reductions

  1.34%

1.23% A

Expenses net of fee waivers, if any

  1.34%

1.23% A

Expenses net of all reductions

  1.31%

1.22% A

Net investment income (loss)

  .69%

.63% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 56,242

$ 20,912

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.09

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .23

.09

Net realized and unrealized gain (loss)

  (28.66)

15.99

Total from investment operations

  (28.43)

16.08

Distributions from net investment income

  (.33)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.60)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 38.10

$ 70.09

Total ReturnB, C, D

  (42.40)%

29.80%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  1.63%

1.48% A

Expenses net of fee waivers, if any

  1.63%

1.48% A

Expenses net of all reductions

  1.60%

1.47% A

Net investment income (loss)

  .40%

.30% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 14,963

$ 14,522

Portfolio turnover rateG

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 69.88

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  (.06)

(.06)

Net realized and unrealized gain (loss)

  (28.54)

15.93

Total from investment operations

  (28.60)

15.87

Distributions from net investment income

  (.14)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.41)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 37.91

$ 69.88

Total ReturnB, C, D

  (42.68)%

29.41%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  2.13%

2.00% A

Expenses net of fee waivers, if any

  2.13%

2.00%A

Expenses net of all reductions

  2.10%

1.99%A

Net investment income (loss)

  (.10)%

(.21)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 5,615

$ 4,078

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 69.91

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  (.05)

(.04)

Net realized and unrealized gain (loss)

  (28.52)

15.94

Total from investment operations

  (28.57)

15.90

Distributions from net investment income

  (.27)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.54)

-

Redemption fees added to paid in capitalE

  .04

.01

Net asset value, end of period

$ 37.84

$ 69.91

Total ReturnB, C, D

  (42.69)%

29.46%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  2.13%

1.99% A

Expenses net of fee waivers, if any

  2.13%

1.99%A

Expenses net of all reductions

  2.10%

1.97%A

Net investment income (loss)

  (.10)%

(.15)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 16,716

$ 8,752

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Canada

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 70.25

$ 49.48

$ 39.14

$ 31.87

$ 25.13

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .58

.52

.34

.20

.10

Net realized and unrealized gain (loss)

  (28.83)

21.62

10.15

7.12

6.74

Total from investment operations

  (28.25)

22.14

10.49

7.32

6.84

Distributions from net investment income

  (.40)

(.36)

(.16)

(.08)

(.13)

Distributions from net realized gain

  (3.27)

(1.03)

(.01)

-

-

Total distributions

  (3.67)

(1.39)

(.17)

(.08)

(.13)

Redemption fees added to paid in capitalB

  .04

.02

.02

.03

.03

Net asset value, end of period

$ 38.37

$ 70.25

$ 49.48

$ 39.14

$ 31.87

Total ReturnA

  (42.06)%

46.03%

26.93%

23.11%

27.45%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.03%

.96%

1.00%

1.08%

1.20%

Expenses net of fee waivers, if any

  1.03%

.96%

1.00%

1.08%

1.20%

Expenses net of all reductions

  1.00%

.94%

.97%

1.04%

1.15%

Net investment income (loss)

  1.00%

.94%

.74%

.55%

.34%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,776,298

$ 4,890,617

$ 3,136,927

$ 1,722,516

$ 413,319

Portfolio turnover rateD

  63%

42%

50%

24%

47%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.25

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .52

.25

Net realized and unrealized gain (loss)

  (28.78)

15.99

Total from investment operations

  (28.26)

16.24

Distributions from net investment income

  (.45)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.72)

-

Redemption fees added to paid in capitalD

  .04

.01

Net asset value, end of period

$ 38.31

$ 70.25

Total ReturnB, C

  (42.11)%

30.09%

Ratios to Average Net AssetsE, H

 

 

Expenses before reductions

  1.11%

1.01%A

Expenses net of fee waivers, if any

  1.11%

1.01%A

Expenses net of all reductions

  1.08%

.99%A

Net investment income (loss)

  .92%

.83%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 8,870

$ 4,064

Portfolio turnover rateF

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Canada

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Canada, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

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

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

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded

Annual Report

Canada
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

Book-tax differences are primarily due to foreign currency transactions, market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

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

Unrealized appreciation

$ 324,549,848

Unrealized depreciation

(726,804,328)

Net unrealized appreciation (depreciation)

(402,254,480)

Undistributed ordinary income

2,358,954

Capital loss carryforward

(109,618,723)

 

 

Cost for federal income tax purposes

$ 3,357,376,495

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 73,476,845

$ 44,702,026

Long-term Capital Gains

190,461,764

44,063,418

Total

$ 263,938,609

$ 88,765,444

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,167,394,306 and $2,747,790,024, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment(up to a maximum of +/- .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Canada as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .76% of the Fund's average net assets.

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

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 134,706

$ 11,780

Class T

.25%

.25%

94,298

591

Class B

.75%

.25%

59,556

44,734

Class C

.75%

.25%

187,498

129,911

 

 

 

$ 476,058

$ 187,016

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

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

 

Retained
by FDC

Class A

$ 153,357

Class T

23,474

Class B*

42,730

Class C*

13,585

 

$ 233,146

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

Annual Report

Canada
Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Canada. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 147,254

.27

Class T

58,242

.31

Class B

18,975

.32

Class C

58,666

.31

Canada

9,834,578

.22

Institutional Class

30,321

.30

 

$ 10,148,036

 

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $774 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 36,021,500

4.23%

$ 8,474

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $9,367 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

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

Annual Report

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Canada's operating expenses. During the period, this reimbursement reduced the class' expenses by $48,320.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,316,221 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $10,680. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Canada

$ 39,451

10. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $1,279, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 171,586

$ -

Class T

73,859

-

Class B

8,835

-

Class C

45,389

-

Canada

28,579,259

22,989,617

Institutional Class

37,051

-

Total

$ 28,915,979

$ 22,989,617

From net realized gain

 

 

Class A

$ 1,361,853

$ -

Class T

736,334

-

Class B

209,359

-

Class C

549,710

-

Canada

231,896,136

65,775,827

Institutional Class

269,238

-

Total

$ 235,022,630

$ 65,775,827

Annual Report

Canada
Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007 A

2008

2007 A

Class A

 

 

 

 

Shares sold

1,623,645

308,956

$ 96,358,055

$ 19,422,841

Reinvestment of distributions

24,107

-

1,454,159

-

Shares redeemed

(473,393)

(10,905)

(24,545,534)

(645,019)

Net increase (decrease)

1,174,359

298,051

$ 73,266,680

$ 18,777,822

Class T

 

 

 

 

Shares sold

281,102

208,648

$ 16,813,582

$ 12,838,431

Reinvestment of distributions

13,222

-

797,422

-

Shares redeemed

(108,759)

(1,454)

(5,550,777)

(89,047)

Net increase (decrease)

185,565

207,194

$ 12,060,227

$ 12,749,384

Class B

 

 

 

 

Shares sold

143,582

110,050

$ 8,590,562

$ 6,654,427

Reinvestment of distributions

2,917

-

175,839

-

Shares redeemed

(56,743)

(51,696)

(3,089,676)

(3,069,986)

Net increase (decrease)

89,756

58,354

$ 5,676,725

$ 3,584,441

Class C

 

 

 

 

Shares sold

454,502

134,518

$ 27,139,418

$ 8,317,609

Reinvestment of distributions

8,472

-

509,854

-

Shares redeemed

(146,400)

(9,336)

(7,449,898)

(570,425)

Net increase (decrease)

316,574

125,182

$ 20,199,374

$ 7,747,184

Canada

 

 

 

 

Shares sold

34,673,241

32,853,429

$ 2,070,491,480

$ 1,882,759,894

Reinvestment of distributions

3,970,249

1,757,370

239,922,156

85,654,201

Shares redeemed

(35,906,020)

(28,386,777)

(1,927,559,508)

(1,547,811,990)

Net increase (decrease)

2,737,470

6,224,022

$ 382,854,128

$ 420,602,105

Institutional Class

 

 

 

 

Shares sold

377,605

61,781

$ 22,481,855

$ 3,830,515

Reinvestment of distributions

4,721

-

285,066

-

Shares redeemed

(208,616)

(3,937)

(9,811,769)

(234,902)

Net increase (decrease)

173,710

57,844

$ 12,955,152

$ 3,595,613

A Share transactions for Class A, Class T, Class B, Class C and Institutional Class are for the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

Annual Report

China Region

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for China Region and for the entire period (May 9, 2008 to October 31, 2008) for Class A, Class T, Class B, Class C and Institutional Class.

The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.44%

 

 

 

Actual

 

$ 1,000.00

$ 569.30

$ 5.43 B

HypotheticalA

 

$ 1,000.00

$ 1,017.90

$ 7.30 C

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 568.60

$ 6.34 B

HypotheticalA

 

$ 1,000.00

$ 1,016.69

$ 8.52 C

Class B

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 567.30

$ 8.18 B

HypotheticalA

 

$ 1,000.00

$ 1,014.23

$ 10.99 C

Class C

2.13%

 

 

 

Actual

 

$ 1,000.00

$ 567.30

$ 8.03 B

HypotheticalA

 

$ 1,000.00

$ 1,014.43

$ 10.79 C

China Region

1.12%

 

 

 

Actual

 

$ 1,000.00

$ 569.20

$ 4.42 B

HypotheticalA

 

$ 1,000.00

$ 1,019.51

$ 5.69 C

Institutional Class

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 570.40

$ 4.00 B

HypotheticalA

 

$ 1,000.00

$ 1,019.81

$ 5.38 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for China Region and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class A, Class T, Class B, Class C and Institutional Class.

C Hypothetical expenses are equal to each Class' annualized expense ratio; multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

China Region

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

China Region

-53.75%

6.24%

8.32%

Prior to September 1, 2000, China Region operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in China Region, a class of the fund, on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI Golden Dragon Index performed over the same period.


fid437

Annual Report

China Region

Management's Discussion of Fund Performance

Comments from Wilson Wong, Portfolio Manager of Fidelity® China Region Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. The weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

During the past year, the fund's Retail Class shares returned -53.75%, topping the -58.03% return of the MSCI Golden Dragon Index. Favorable stock selection in China and Australia aided the fund's results relative to the index, although the fund had no exposure to Australia at period end. On a sector basis, performance was boosted by stock picking in materials and energy, along with an underweighting in the weak-performing industrials group. A modest cash position also was beneficial. At the stock level, Chunghwa Telecom, Taiwan's largest integrated telecommunication services provider, was the fund's biggest contributor. The firm's large cash surplus and evidence of effective cost controls proved attractive amid the severe volatility in stock prices. Other contributors were Tencent Holdings, a Chinese provider of online instant messaging services; Hang Seng Bank, a domestic bank in Hong Kong; and Taiwan Fertilizer, which I sold. Conversely, underweighting Taiwan detracted due to that country's relatively strong results. Further, stock selection and industry positioning within financials worked against fund performance. Yuanta Financial Holding, a diversified financial company based in Taiwan, eroded returns. Disappointment related to opportunities for the company that were expected to emerge from the potential easing of curbs on investment in China sidetracked the stock. Other detractors included an out-of-index stake in Focus Media Holding, a digital display and advertising firm, and Anhui Conch Cement, both based in China. All three detractors were sold off by period end.

Note to shareholders: Fidelity China Region Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Hong Kong, Taiwanese and Chinese market. As of October 31, 2008, the fund did not have more than 25% of its total assets invested in any one industry.

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

Annual Report

China Region

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Hong Kong

37.0%

 

fid256

Taiwan

29.4%

 

fid260

China

24.1%

 

fid264

United States of America

7.9%

 

fid268

Cayman Islands

1.4%

 

fid444

Indonesia

0.2%

 

fid272

Bermuda

0.0%

 

fid447

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

 

As of April 30, 2008

fid254

Hong Kong

31.9%

 

fid256

Taiwan

26.8%

 

fid258

China

21.2%

 

fid260

Australia

6.5%

 

fid262

United States of America

5.3%

 

fid264

Indonesia

3.0%

 

fid266

Cayman Islands

3.1%

 

fid268

Bermuda

1.3%

 

fid270

Papua New Guinea

0.4%

 

fid272

Other

0.5%

 

fid459

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

92.1

95.1

Short-Term Investments and Net Other Assets

7.9

4.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Taiwan Semiconductor Manufacturing Co. Ltd. (Semiconductors & Semiconductor Equipment)

9.8

0.0

China Mobile (Hong Kong) Ltd. (Wireless Telecommunication Services)

8.6

9.9

Chunghwa Telecom Co. Ltd. (Diversified Telecommunication Services)

7.1

3.5

Industrial & Commercial Bank of China (Commercial Banks)

5.0

1.1

CLP Holdings Ltd. (Electric Utilities)

4.6

1.7

China Life Insurance Co. Ltd. (H Shares) (Insurance)

3.5

2.2

Cheung Kong Holdings Ltd. (Real Estate Management & Development)

3.2

1.5

PetroChina Co. Ltd. (H Shares) (Oil, Gas & Consumable Fuels)

2.9

1.2

Hutchison Whampoa Ltd. (Industrial Conglomerates)

2.9

1.4

China Construction Bank Corp. (H Shares) (Commercial Banks)

2.6

0.9

 

50.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.7

23.1

Information Technology

21.1

7.9

Telecommunication Services

17.6

15.8

Energy

8.5

9.8

Utilities

8.0

3.0

Industrials

3.6

3.0

Materials

2.2

18.7

Consumer Discretionary

1.9

12.0

Consumer Staples

1.5

1.0

Annual Report

China Region

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 92.1%

Shares

Value

CONSUMER DISCRETIONARY - 1.9%

Distributors - 0.1%

Li & Fung Ltd.

196,000

$ 393,373

Diversified Consumer Services - 1.4%

New Oriental Education & Technology Group, Inc. sponsored ADR (a)

161,100

10,302,345

Media - 0.4%

Television Broadcasts Ltd.

1,074,000

2,986,824

Textiles, Apparel & Luxury Goods - 0.0%

Ports Design Ltd.

188,500

219,146

TOTAL CONSUMER DISCRETIONARY

13,901,688

CONSUMER STAPLES - 1.5%

Beverages - 1.1%

Yantai Changyu Pioneer Wine Co. (B Shares)

2,556,463

7,944,154

Food & Staples Retailing - 0.4%

Dairy Farm International Holdings Ltd.

765,900

3,138,297

TOTAL CONSUMER STAPLES

11,082,451

ENERGY - 8.5%

Oil, Gas & Consumable Fuels - 8.5%

China Petroleum & Chemical Corp. (H Shares)

27,432,000

18,013,552

China Shenhua Energy Co. Ltd. (H Shares)

3,701,000

7,026,601

CNOOC Ltd.

18,229,000

14,967,366

PetroChina Co. Ltd. (H Shares)

28,744,000

21,612,223

PT Bumi Resources Tbk

12,829,500

1,679,722

 

63,299,464

FINANCIALS - 27.7%

Commercial Banks - 9.6%

China Construction Bank Corp. (H Shares)

38,621,000

19,158,951

China Merchants Bank Co. Ltd. (H Shares)

1,983,000

3,038,031

Hang Seng Bank Ltd.

872,700

10,889,031

Industrial & Commercial Bank of China (d)

78,601,000

36,983,144

Industrial & Commercial Bank of China (Asia) Ltd.

934,000

984,197

 

71,053,354

Diversified Financial Services - 1.8%

China Everbright Ltd.

824,000

773,681

Hong Kong Exchanges & Clearing Ltd.

1,200,200

12,170,932

 

12,944,613

Insurance - 5.8%

Cathay Financial Holding Co. Ltd.

7,622,100

8,145,491

 

Shares

Value

China Life Insurance Co. Ltd. (H Shares)

9,767,000

$ 26,101,108

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

2,071,500

8,859,181

 

43,105,780

Real Estate Investment Trusts - 1.7%

Link (REIT)

7,225,000

12,918,331

Real Estate Management & Development - 8.8%

Cheung Kong Holdings Ltd.

2,425,000

23,283,548

China Overseas Land & Investment Ltd.

11,176,000

12,620,615

China Resources Land Ltd.

1,194,000

1,208,613

Hang Lung Properties Ltd.

3,724,000

9,099,513

Hopewell Holdings Ltd.

1,188,000

3,693,568

Hysan Development Co. Ltd.

636,000

997,280

Sinyi Realty, Inc.

4,713,066

5,215,307

Sun Hung Kai Properties Ltd.

1,043,000

9,137,772

 

65,256,216

TOTAL FINANCIALS

205,278,294

INDUSTRIALS - 3.6%

Construction & Engineering - 0.4%

China Railway Construction Corp.
(H Shares)

2,063,500

2,549,104

Electrical Equipment - 0.2%

BYD Co. Ltd. (H Shares)

609,800

1,036,428

Industrial Conglomerates - 2.9%

Hutchison Whampoa Ltd.

4,029,000

21,514,860

Marine - 0.0%

China Cosco Holdings Co. Ltd. (H Shares)

347,500

187,203

Transportation Infrastructure - 0.1%

Cosco Pacific Ltd.

1,390,000

1,012,217

TOTAL INDUSTRIALS

26,299,812

INFORMATION TECHNOLOGY - 21.1%

Computers & Peripherals - 2.7%

Acer, Inc.

2,966,000

3,862,049

HTC Corp.

944,000

11,261,604

Wistron Corp.

5,800,361

4,633,607

 

19,757,260

Electronic Equipment & Components - 3.5%

AU Optronics Corp.

11,903,000

8,209,588

Hon Hai Precision Industry Co. Ltd. (Foxconn)

7,297,674

17,699,376

 

25,908,964

Internet Software & Services - 3.0%

Baidu.com, Inc. sponsored ADR (a)(d)

18,400

3,790,400

Tencent Holdings Ltd.

2,520,600

18,349,744

 

22,140,144

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 11.9%

Advanced Semiconductor Engineering, Inc.

5,268,000

$ 2,243,008

ASM Pacific Technology Ltd.

403,800

1,349,061

MediaTek, Inc.

1,057,000

9,485,281

Siliconware Precision Industries Co. Ltd.

2,553,000

2,623,820

Taiwan Semiconductor Manufacturing Co. Ltd.

49,955,443

72,695,507

 

88,396,677

TOTAL INFORMATION TECHNOLOGY

156,203,045

MATERIALS - 2.2%

Chemicals - 2.2%

Formosa Plastics Corp.

4,867,000

8,203,887

Nan Ya Plastics Corp.

5,925,000

8,262,847

 

16,466,734

TELECOMMUNICATION SERVICES - 17.6%

Diversified Telecommunication Services - 8.6%

China Unicom (Hong Kong) Ltd.

6,776,000

9,674,060

Chunghwa Telecom Co. Ltd.

29,533,680

48,707,965

Chunghwa Telecom Co. Ltd. ADR

229,203

3,772,681

PCCW Ltd.

4,537,000

1,697,694

 

63,852,400

Wireless Telecommunication Services - 9.0%

China Mobile (Hong Kong) Ltd.

7,257,000

63,885,256

Taiwan Mobile Co. Ltd.

2,102,000

2,912,275

 

66,797,531

TOTAL TELECOMMUNICATION SERVICES

130,649,931

UTILITIES - 8.0%

Electric Utilities - 6.8%

CLP Holdings Ltd.

5,060,000

34,124,265

Hong Kong Electric Holdings Ltd.

3,022,000

16,288,126

 

50,412,391

 

Shares

Value

Independent Power Producers & Energy Traders - 1.2%

China Resources Power Holdings Co. Ltd.

3,686,000

$ 7,203,713

Datang International Power Generation Co. Ltd.

4,136,000

1,557,700

 

8,761,413

TOTAL UTILITIES

59,173,804

TOTAL COMMON STOCKS

(Cost $955,883,902)

682,355,223

Money Market Funds - 9.9%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

58,337,954

58,337,954

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

15,487,600

15,487,600

TOTAL MONEY MARKET FUNDS

(Cost $73,825,554)

73,825,554

TOTAL INVESTMENT
PORTFOLIO - 102.0%

(Cost $1,029,709,456)

756,180,777

NET OTHER ASSETS - (2.0)%

(14,997,555)

NET ASSETS - 100%

$ 741,183,222

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,865,355

Fidelity Securities Lending Cash Central Fund

268,379

Total

$ 2,133,734

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $148,402,224 all of which will expire on October 31, 2016.

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

Annual Report

China Region

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $14,710,225) -
See accompanying schedule:

Unaffiliated issuers
(cost $955,883,902)

$ 682,355,223

 

Fidelity Central Funds
(cost $73,825,554)

73,825,554

 

Total Investments
(cost $1,029,709,456)

 

$ 756,180,777

Foreign currency held at value
(cost $5,191)

5,191

Receivable for investments sold

3,216,321

Receivable for fund shares sold

1,570,428

Dividends receivable

2,916,194

Distributions receivable from Fidelity Central Funds

90,277

Prepaid expenses

463

Other receivables

393,529

Total assets

764,373,180

 

 

 

Liabilities

Payable for investments purchased

$ 6,096,956

Payable for fund shares redeemed

623,679

Accrued management fee

460,443

Distribution fees payable

429

Other affiliated payables

279,944

Other payables and accrued expenses

240,907

Collateral on securities loaned, at value

15,487,600

Total liabilities

23,189,958

 

 

 

Net Assets

$ 741,183,222

Net Assets consist of:

 

Paid in capital

$ 1,162,196,359

Undistributed net investment income

6,027,366

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

(153,478,093)

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

(273,562,410)

Net Assets

$ 741,183,222

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption
price per share ($340,222 ÷ 20,412 shares)

$ 16.67

 

 

 

Maximum offering price per share (100/94.25 of $16.67)

$ 17.69

Class T:
Net Asset Value
and redemption
price per share ($107,102 ÷ 6,433 shares)

$ 16.65

 

 

 

Maximum offering price per share (100/96.50 of $16.65)

$ 17.25

Class B:
Net Asset Value
and offering
price per share ($154,625 ÷ 9,310 shares)A

$ 16.61

 

 

 

Class C:
Net Asset Value
and offering
price per share ($232,824 ÷ 14,016 shares)A

$ 16.61

 

 

 

China Region:
Net Asset Value
, offering
price and redemption price per share ($740,288,870 ÷ 44,356,661 shares)

$ 16.69

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($59,579 ÷ 3,568 shares)

$ 16.70

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

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

Annual Report

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 34,759,063

Interest

 

4,164

Income from Fidelity Central Funds (including $268,379 from security lending)

 

2,133,734

 

 

36,896,961

Less foreign taxes withheld

 

(3,209,864)

Total income

 

33,687,097

 

 

 

Expenses

Management fee

$ 9,927,896

Transfer agent fees

3,515,043

Distribution fees

1,942

Accounting and security lending fees

641,000

Custodian fees and expenses

985,602

Independent trustees' compensation

6,327

Registration fees

159,248

Audit

65,400

Legal

7,178

Interest

8,739

Miscellaneous

204,566

Total expenses before reductions

15,522,941

Expense reductions

(2,068,258)

13,454,683

Net investment income (loss)

20,232,414

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(149,991,373)

Foreign currency transactions

(1,835,509)

Total net realized gain (loss)

 

(151,826,882)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(900,514,910)

Assets and liabilities in foreign currencies

(52,493)

Total change in net unrealized appreciation (depreciation)

 

(900,567,403)

Net gain (loss)

(1,052,394,285)

Net increase (decrease) in net assets resulting from operations

$ (1,032,161,871)

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 20,232,414

$ 17,487,006

Net realized gain (loss)

(151,826,882)

248,422,709

Change in net unrealized appreciation (depreciation)

(900,567,403)

471,226,907

Net increase (decrease) in net assets resulting from operations

(1,032,161,871)

737,136,622

Distributions to shareholders from net investment income

(15,794,709)

(9,931,797)

Distributions to shareholders from net realized gain

(223,593,729)

(6,849,518)

Total distributions

(239,388,438)

(16,781,315)

Share transactions - net increase (decrease)

(34,409,565)

588,174,307

Redemption fees

2,616,118

1,203,951

Total increase (decrease) in net assets

(1,303,343,756)

1,309,733,565

 

 

 

Net Assets

Beginning of period

2,044,526,978

734,793,413

End of period (including undistributed net investment income of $6,027,366 and undistributed net investment income of $16,429,698, respectively)

$ 741,183,222

$ 2,044,526,978

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

Annual Report

Financial Highlights - Class A

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .28

Net realized and unrealized gain (loss)

  (12.91)

Total from investment operations

  (12.63)

Redemption fees added to paid in capitalE

  .02

Net asset value, end of period

$ 16.67

Total ReturnB, C, D

  (43.07)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.44%A

Expenses net of fee waivers, if any

  1.44%A

Expenses net of all reductions

  1.30%A

Net investment income (loss)

  2.63%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 340

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .26

Net realized and unrealized gain (loss)

  (12.91)

Total from investment operations

  (12.65)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 16.65

Total ReturnB, C, D

  (43.14)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.68%A

Expenses net of fee waivers, if any

  1.68%A

Expenses net of all reductions

  1.53%A

Net investment income (loss)

  2.40%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 107

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - Class B

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .20

Net realized and unrealized gain (loss)

  (12.89)

Total from investment operations

  (12.69)

Redemption fees added to paid in capitalE

  .02

Net asset value, end of period

$ 16.61

Total ReturnB, C, D

  (43.27)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  2.17% A

Expenses net of fee waivers, if any

  2.17% A

Expenses net of all reductions

  2.02% A

Net investment income (loss)

  1.91% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 155

Portfolio turnover rate G

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss) E

  .20

Net realized and unrealized gain (loss)

  (12.89)

Total from investment operations

  (12.69)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 16.61

Total ReturnB, C, D

  (43.27)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  2.13%A

Expenses net of fee waivers, if any

  2.13%A

Expenses net of all reductions

  1.98%A

Net investment income (loss)

  1.95%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 233

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Financial Highlights - China Region

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 41.52

$ 22.94

$ 17.74

$ 15.88

$ 15.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .39

.46

.42

.36

.25

Net realized and unrealized gain (loss)

  (20.42)

18.58

4.99

1.75

.73

Total from investment operations

  (20.03)

19.04

5.41

2.11

.98

Distributions from net investment income

  (.32)

(.29)

(.22)

(.26)

(.26)

Distributions from net realized gain

  (4.53)

(.20)

-

-

-

Total distributions

  (4.85)

(.49)

(.22)

(.26)

(.26)

Redemption fees added to paid in capitalB

  .05

.03

.01

.01

.02

Net asset value, end of period

$ 16.69

$ 41.52

$ 22.94

$ 17.74

$ 15.88

Total ReturnA

  (53.75)%

84.73%

30.83%

13.44%

6.71%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.11%

1.08%

1.14%

1.16%

1.22%

Expenses net of fee waivers, if any

  1.11%

1.08%

1.14%

1.16%

1.22%

Expenses net of all reductions

  .96%

.92%

1.08%

1.12%

1.22%

Net investment income (loss)

  1.45%

1.64%

1.99%

2.04%

1.64%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 740,289

$ 2,044,527

$ 734,793

$ 396,905

$ 296,004

Portfolio turnover rateD

  133%

173%

36%

44%

101%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)D

  .34

Net realized and unrealized gain (loss)

  (12.94)

Total from investment operations

  (12.60)

Redemption fees added to paid in capitalD

  .02

Net asset value, end of period

$ 16.70

Total ReturnB, C

  (42.96)%

Ratios to Average Net AssetsE, H

 

Expenses before reductions

  1.05%A

Expenses net of fee waivers, if any

  1.05%A

Expenses net of all reductions

  .91%A

Net investment income (loss)

  3.02%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 60

Portfolio turnover rateF

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

China Region

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity China Region Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund commenced sale of Class A, Class T, Class B, Class C, and Institutional Class shares and the existing class was designated China Region on May 9, 2008. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

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

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

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

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

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

Annual Report

3. Significant Accounting Policies - continued

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

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

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

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

Unrealized appreciation

$ 21,321,361

Unrealized depreciation

(299,959,636)

Net unrealized appreciation (depreciation)

(278,638,275)

Undistributed ordinary income

5,975,924

Capital loss carryforward

(148,402,224)

 

 

Cost for federal income tax purposes

$ 1,034,819,052

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 49,852,032

$ 9,931,797

Long-term Capital Gains

189,536,406

6,849,518

Total

$ 239,388,438

$ 16,781,315

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

China Region
Notes to Financial Statements - continued

4. Operating Policies.

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,807,459,093 and $2,036,363,750, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

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

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 396

$ 184

Class T

.25%

.25%

254

194

Class B

.75%

.25%

626

565

Class C

.75%

.25%

666

573

 

 

 

$ 1,942

$ 1,516

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

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

 

Retained
by FDC

Class A

$ 2,552

Class T

96

Class B*

-

Class C*

19

 

$ 2,667

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

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for China Region shares. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 498

.31*

Class T

152

.30*

Class B

183

.29*

Class C

174

.26*

China Region

3,513,962

.25

Institutional Class

74

.18*

 

$ 3,515,043

 

* Annualized

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $37 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 18,672,333

2.81%

$ 8,739

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,898 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

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

Annual Report

China Region
Notes to Financial Statements - continued

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of China Region's operating expenses. During the period, this reimbursement reduced the class' expenses by $56,475.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,973,232 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $20,941. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

China Region

$ 17,610

10. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $92, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

China Region

$ 15,794,709

$ 9,931,797

From net realized gain

 

 

China Region

$ 223,593,729

$ 6,849,518

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008 A

2007

2008 A

2007

Class A

 

 

 

 

Shares sold

30,242

-

$ 750,104

$ -

Shares redeemed

(9,830)

-

(195,417)

-

Net increase (decrease)

20,412

-

$ 554,687

$ -

Class T

 

 

 

 

Shares sold

6,603

-

$ 171,008

$ -

Shares redeemed

(170)

-

(3,942)

-

Net increase (decrease)

6,433

-

$ 167,066

$ -

Class B

 

 

 

 

Shares sold

9,379

-

$ 239,439

$ -

Shares redeemed

(69)

-

(1,147)

-

Net increase (decrease)

9,310

-

$ 238,292

$ -

Class C

 

 

 

 

Shares sold

16,209

-

$ 359,453

$ -

Shares redeemed

(2,193)

-

(34,305)

-

Net increase (decrease)

14,016

-

$ 325,148

$ -

China Region

 

 

 

 

Shares sold

24,232,728

38,031,904

$ 702,714,867

$ 1,145,260,346

Reinvestment of distributions

7,102,996

675,406

228,787,494

16,027,386

Shares redeemed

(36,222,341)

(21,493,222)

(967,305,455)

(573,113,425)

Net increase (decrease)

(4,886,617)

17,214,088

$ (35,803,094)

$ 588,174,307

Institutional Class

 

 

 

 

Shares sold

5,359

-

$ 145,686

$ -

Shares redeemed

(1,791)

-

(37,350)

-

Net increase (decrease)

3,568

-

$ 108,336

$ -

A Share transactions for Class A, Class T, Class B, Class C, and Institutional Class are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

Annual Report

Emerging Markets

Shareholder Expense Example

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

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for Emerging Markets and for the entire period (May 9, 2008 to October 31, 2008) for Class K.

The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Emerging Markets

1.09%

 

 

 

Actual

 

$ 1,000.00

$ 431.10

$ 3.92 B

Hypothetical A

 

$ 1,000.00

$ 1,019.66

$ 5.53 C

Class K

.92%

 

 

 

Actual

 

$ 1,000.00

$ 428.90

$ 3.16 B

Hypothetical A

 

$ 1,000.00

$ 1,020.51

$ 4.67 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Emerging Markets and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio; multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Emerging Markets

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Emerging Markets

-61.84%

8.74%

8.42%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Emerging Markets, a class of the fund, on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI Emerging Markets Index performed over the same period.


fid461

Annual Report

Emerging Markets

Management's Discussion of Fund Performance

Comments from Robert von Rekowsky, Portfolio Manager of Fidelity® Emerging Markets Fund

Stocks across the emerging-markets universe suffered steep losses during the 12 months ending October 31, 2008. In that time, the MSCI® Emerging Markets Index fell 56.22%. All three of the benchmark's primary regions - Europe/Middle East/Africa (EMEA), Latin America, and Asia ex Australia and New Zealand - declined by more than 50%. In EMEA, major benchmark component Russia saw its market tumble by more than 62%, while Brazil - representing the benchmark's largest weighting during the period, on average, at almost 15% - finished with a setback of more than 53%. In both cases, falling commodity prices triggered by slowing global economies had a negative impact on share prices. Meanwhile, South Korea, the second-largest benchmark component, experienced a nearly 60% drop. Chinese stocks also were hard-hit, down roughly 67%. Asian emerging markets suffered in part due to concerns about slowing exports in the wake of decelerating economic growth in the United States and Europe, as the U.S. credit crisis continued to worsen and expand its reach abroad.

During the past year, the fund's Retail Class shares returned -61.84%, trailing the MSCI Emerging Markets Index. Stock selection detracted, particularly in Taiwan, South Korea, Brazil and Mexico. On a sector basis, the most damage was done through stock picking in consumer discretionary, materials, financials, telecommunication services and energy. Underweighting Israel's Teva Pharmaceutical Industries, a benchmark component, detracted from the fund's results. An industry leader in a defensive sector, Teva was more resistant to the selling pressure than most other stocks. Similar comments apply to Taiwan Semiconductor Manufacturing. Other detractors included Brazilian steel producer Siderurgica Nacional; Taiwan's Chunghwa Telecom, a benchmark constituent the fund didn't own that actually posted a small gain; wireless carrier China Mobile; and Russian natural gas producer and distributor Gazprom. Conversely, a modest cash position was beneficial, given the extreme weakness in stocks. Although fertilizer holding Israel Chemicals posted a loss, it managed to significantly outperform the benchmark. Another fertilizer stock, Russia-based Uralkali, also helped, as did underweighting and ultimately selling weak-performing benchmark component PetroChina. Egypt-based Orascom Construction, an out-of-benchmark holding, contributed as well. Many of the stocks I've mentioned were sold by period end.

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

Annual Report

Emerging Markets

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Brazil

15.0%

 

fid256

South Africa

9.3%

 

fid258

Russia

8.9%

 

fid260

Korea (South)

8.5%

 

fid262

China

6.6%

 

fid264

India

6.5%

 

fid266

United States of America

5.7%

 

fid268

Taiwan

5.5%

 

fid270

Hong Kong

4.9%

 

fid272

Other

29.1%

 

fid473

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

 

As of April 30, 2008

fid254

Brazil

14.1%

 

fid256

Russia

12.5%

 

fid258

Korea (South)

11.8%

 

fid260

South Africa

6.6%

 

fid262

Taiwan

6.0%

 

fid264

Hong Kong

5.7%

 

fid266

India

5.6%

 

fid268

China

5.3%

 

fid270

Mexico

4.0%

 

fid272

Other

28.4%

 

fid485

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

95.1

98.1

Short-Term Investments and Net Other Assets

4.9

1.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

3.6

1.9

OAO Gazprom sponsored ADR (Russia, Oil, Gas & Consumable Fuels)

3.2

4.0

Companhia Vale do Rio Doce (PN-A) sponsored ADR (Brazil, Metals & Mining)

2.7

3.5

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

2.7

2.9

China Mobile (Hong Kong) Ltd. (Hong Kong, Wireless Telecommunication Services)

2.2

3.5

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

1.9

2.1

Industrial & Commercial Bank of China (China, Commercial Banks)

1.9

1.0

MTN Group Ltd. (South Africa, Wireless Telecommunication Services)

1.8

1.1

Banco Bradesco SA (PN) (Brazil, Commercial Banks)

1.8

1.2

China Construction Bank Corp. (H Shares) (China, Commercial Banks)

1.8

1.4

 

23.6

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.9

21.1

Energy

15.7

19.1

Materials

11.2

17.9

Telecommunication Services

10.3

9.4

Information Technology

10.0

8.1

Industrials

5.9

10.7

Consumer Staples

6.0

3.3

Consumer Discretionary

4.9

6.1

Utilities

4.8

2.1

Health Care

1.4

0.1

Annual Report

Emerging Markets

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 95.0%

Shares

Value

Australia - 0.1%

Sino Gold Mining Ltd. (a)

772,602

$ 1,778,599

Austria - 0.3%

Erste Bank AG

120,100

3,201,864

Raiffeisen International Bank-Holding AG (e)

93,500

2,942,200

TOTAL AUSTRIA

6,144,064

Bahrain - 0.4%

Gulf Finance House BSC:

(Reg. S) unit

103,000

1,751,000

GDR (f)

442,090

7,515,530

TOTAL BAHRAIN

9,266,530

Bermuda - 1.3%

Aquarius Platinum Ltd. (Australia)

1,471,059

2,907,395

Central European Media Enterprises Ltd. Class A (a)

114,600

3,060,966

Credicorp Ltd. (NY Shares)

284,500

11,172,315

Dufry South America Ltd. unit

472,943

2,906,451

Ports Design Ltd.

4,436,500

5,157,774

West Siberian Resources Ltd. SDR (a)

7,038,735

2,846,230

TOTAL BERMUDA

28,051,131

Brazil - 14.9%

America Latina Logistica SA unit

1,128,200

5,202,586

Anhanguera Educacional Participacoes SA unit

410,059

3,031,579

Banco Bradesco SA:

(PN)

3,165,600

36,348,378

(PN) sponsored ADR

257,000

3,006,900

Banco Daycoval SA (PN)

1,030,400

2,571,001

Banco do Brasil SA

2,057,900

13,597,620

Companhia de Saneamento de Minas Gerais

12,700

80,395

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

971,900

14,782,599

Companhia Siderurgica Nacional SA (CSN) sponsored ADR (e)

1,301,000

17,693,600

Companhia Vale do Rio Doce (PN-A) sponsored ADR

5,068,300

59,349,793

GVT Holding SA (a)

699,900

7,616,045

Localiza Rent a Car SA

2,233,800

8,670,141

MRV Engenharia e Participacoes SA

685,000

3,548,124

Multiplan Empreendimentos Imobiliarios SA (a)

396,900

1,997,154

Net Servicos de Comunicacao SA sponsored ADR (e)

2,153,766

14,085,630

Petroleo Brasileiro SA - Petrobras:

(PN) (non-vtg.)

3,175,400

34,245,373

(PN) sponsored ADR (non-vtg.)

1,985,100

43,811,157

sponsored ADR

334,900

9,005,461

Redecard SA

1,083,700

11,772,381

SLC Agricola SA

1,000

5,175

 

Shares

Value

Uniao de Bancos Brasileiros SA (Unibanco):

unit

1,579,300

$ 9,778,496

GDR

218,900

13,808,212

Votorantim Celulose e Papel SA sponsored ADR (non-vtg.) (e)

964,100

9,727,769

TOTAL BRAZIL

323,735,569

British Virgin Islands - 0.0%

Thunderbird Resorts, Inc. (a)(f)

331,900

1,161,650

Titanium Resources Group Ltd. (a)

279,100

37,726

TOTAL BRITISH VIRGIN ISLANDS

1,199,376

Canada - 0.2%

Addax Petroleum, Inc.

63,900

953,890

Addax Petroleum, Inc. (f)

20,700

309,006

SouthGobi Energy Resources Ltd. (a)

336,400

2,343,473

TOTAL CANADA

3,606,369

Cayman Islands - 1.2%

Chaoda Modern Agriculture (Holdings) Ltd.

18,713,063

13,183,766

China Aoyuan Property Group Ltd.

596,000

54,857

China Dongxiang Group Co. Ltd.

16,516,000

4,858,875

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

153,200

2,681,000

The United Laboratories International Holdings Ltd.

7,120,000

1,690,137

Yingli Green Energy Holding Co. Ltd. ADR (a)(e)

583,400

3,074,518

TOTAL CAYMAN ISLANDS

25,543,153

China - 6.6%

China Coal Energy Co. Ltd. (H Shares)

12,160,700

7,375,477

China Construction Bank Corp. (H Shares) (e)

76,860,000

38,128,401

China Gas Holdings Ltd. (e)

19,410,000

1,597,724

China Merchants Bank Co. Ltd. (H Shares)

11,671,000

17,880,415

China South Locomotive & Rolling Stock Corp. Ltd. (H Shares)

15,635,000

5,660,321

China Yurun Food Group Ltd.

3,935,000

4,676,975

Golden Eagle Retail Group Ltd. (H Shares) (e)

8,449,000

4,417,337

Industrial & Commercial Bank of China

86,899,000

40,887,498

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

3,175,000

13,578,518

Yantai Changyu Pioneer Wine Co. (B Shares)

1,408,650

4,377,350

ZTE Corp. (H Shares)

1,854,400

4,193,147

TOTAL CHINA

142,773,163

Cyprus - 0.1%

Mirland Development Corp. PLC (a)

932,005

1,202,465

XXI Century Investments Public Ltd. (a)

468,000

243,761

TOTAL CYPRUS

1,446,226

Common Stocks - continued

Shares

Value

Czech Republic - 2.5%

Ceske Energeticke Zavody AS

712,200

$ 30,819,532

Komercni Banka AS

105,000

15,746,790

Philip Morris CR AS

30,350

8,430,332

TOTAL CZECH REPUBLIC

54,996,654

Egypt - 1.3%

Commercial International Bank Ltd. sponsored GDR (e)

2,018,726

8,983,331

Eastern Tobacco Co.

183,045

7,081,741

Orascom Construction Industries SAE GDR

132,012

8,844,804

Telecom Egypt SAE

1,501,400

3,631,443

TOTAL EGYPT

28,541,319

Georgia - 0.1%

Bank of Georgia unit (a)

225,200

1,565,140

Hong Kong - 4.9%

China Mobile (Hong Kong) Ltd.

5,392,400

47,470,698

China Resources Power Holdings Co. Ltd.

8,701,500

17,005,727

CNOOC Ltd.

28,941,000

23,762,715

CNOOC Ltd. sponsored ADR (e)

47,000

3,839,430

CNPC (Hong Kong) Ltd.

43,276,000

13,268,622

REXCAPITAL Financial Holdings Ltd. (a)

69,720,000

1,288,336

TOTAL HONG KONG

106,635,528

India - 6.5%

Axis Bank Ltd.

383,781

4,457,572

Axis Bank Ltd. GDR (Reg. S)

481,200

5,774,400

Bank of India

1,492,779

7,422,377

Bharti Airtel Ltd. (a)

732,978

9,924,663

Educomp Solutions Ltd.

96,188

4,500,027

Housing Development Finance Corp. Ltd.

611,449

22,255,918

Indian Overseas Bank

3,790,657

5,820,784

Infosys Technologies Ltd. sponsored ADR (e)

910,000

26,681,200

ITC Ltd.

1,500

4,789

Larsen & Toubro Ltd.

757,236

12,657,311

Reliance Industries Ltd.

274,567

7,804,584

Rolta India Ltd.

2,170,765

8,323,803

Satyam Computer Services Ltd.

1,597,781

10,101,600

Sintex Industries Ltd.

1,483,223

4,512,324

Tata Power Co. Ltd.

853,306

12,178,900

TOTAL INDIA

142,420,252

Indonesia - 2.4%

PT Bayan Resources Group Tbk

13,528,500

2,089,261

PT Astra International Tbk

9,794,500

8,228,486

PT Bank Mandiri Persero Tbk

16,170,000

2,340,966

PT Bank Rakyat Indonesia Tbk

39,267,000

12,125,658

PT Bumi Resources Tbk

77,031,500

10,085,465

PT Perusahaan Gas Negara Tbk
Series B

108,029,100

13,730,188

 

Shares

Value

PT Telkomunikasi Indonesia Tbk:

Series B

2,533,000

$ 1,278,966

sponsored ADR (e)

87,400

1,751,496

TOTAL INDONESIA

51,630,486

Ireland - 0.1%

Dragon Oil PLC (a)

1,064,000

2,752,626

Israel - 2.9%

Cellcom Israel Ltd.

355,200

10,464,192

Check Point Software Technologies Ltd. (a)

617,700

12,489,894

Israel Chemicals Ltd.

2,758,200

26,736,475

Orpak Systems Ltd.

631,800

1,035,546

Teva Pharmaceutical Industries Ltd. sponsored ADR

273,300

11,719,104

TOTAL ISRAEL

62,445,211

Kazakhstan - 0.6%

JSC Halyk Bank of Kazakhstan unit

857,000

3,642,250

KazMunaiGas Exploration & Production JSC (Reg. S) GDR

615,859

8,622,026

TOTAL KAZAKHSTAN

12,264,276

Korea (South) - 8.5%

CJ CheilJedang Corp. (a)

51,965

6,069,219

Doosan Co. Ltd. (a)

186,370

13,559,690

KB Financial Group, Inc. (a)

188,243

4,727,285

Korea Gas Corp.

320,898

12,121,545

KT&G Corp.

277,590

17,871,433

LG Household & Health Care Ltd.

70,560

10,110,908

LIG Non-Life Insurance Co. Ltd.

202,240

2,362,256

MegaStudy Co. Ltd.

87,151

9,826,936

Meritz Fire & Marine Insurance Co. Ltd.

2,387,760

8,792,862

NHN Corp. (a)

127,426

13,602,872

Samsung Electronics Co. Ltd.

138,466

58,556,960

Shinhan Financial Group Co. Ltd.

681,340

16,627,078

Taewoong Co. Ltd.

234,549

11,457,105

TOTAL KOREA (SOUTH)

185,686,149

Lebanon - 0.3%

Solidere GDR

333,800

7,093,250

Luxembourg - 0.7%

Evraz Group SA GDR

295,200

4,546,080

MHP SA:

GDR (a)(f)

584,500

2,338,000

GDR (Reg. S)

30,000

120,000

Millicom International Cellular SA

184,900

7,396,000

TOTAL LUXEMBOURG

14,400,080

Malaysia - 1.3%

DiGi.com Bhd

2,484,000

12,923,908

KNM Group Bhd

32,098,500

5,442,824

Common Stocks - continued

Shares

Value

Malaysia - continued

Parkson Holdings Bhd

10,410

$ 9,873

Public Bank Bhd

4,442,200

10,556,191

TOTAL MALAYSIA

28,932,796

Mexico - 3.5%

America Movil SAB de CV Series L sponsored ADR

1,352,200

41,837,068

Banco Compartamos SA de CV

1,766,500

3,000,856

Cemex SA de CV sponsored ADR (e)

1,294,900

9,789,444

Fomento Economico Mexicano SA de CV sponsored ADR

84,400

2,134,476

Grupo Financiero Banorte SA de CV Series O

7,566,200

13,857,660

Urbi, Desarrollos Urbanos, SA de CV (a)

4,021,800

6,026,455

TOTAL MEXICO

76,645,959

Netherlands - 0.1%

New World Resources BV

267,400

1,325,732

Nigeria - 0.3%

Guaranty Trust Bank PLC:

(Reg. S) unit

626,181

3,443,996

sponsored GDR (f)

480,872

2,644,796

TOTAL NIGERIA

6,088,792

Oman - 0.4%

BankMuscat SAOG sponsored GDR

886,000

8,151,200

Panama - 0.3%

Intergroup Financial Services Corp.

285,840

3,144,240

Intergroup Financial Services Corp. (a)(f)

222,096

2,443,056

TOTAL PANAMA

5,587,296

Papua New Guinea - 0.3%

Oil Search Ltd.

2,093,978

6,340,571

Peru - 0.4%

Compania de Minas Buenaventura SA sponsored ADR

681,600

8,615,424

Philippines - 0.5%

Ayala Corp.

812,160

3,875,746

Megaworld Corp.

33,834,000

540,512

Security Bank Corp.

2,584,300

2,064,264

SM Investments Corp.

1,302,957

5,283,881

TOTAL PHILIPPINES

11,764,403

Poland - 0.8%

Kopex SA (a)

9,870

42,840

Powszechna Kasa Oszczednosci
Bank SA

1,363,500

15,288,639

Trakcja Polska SA

930,950

1,562,415

TOTAL POLAND

16,893,894

Romania - 0.1%

Banca Transilvania SA (a)

1,650,048

1,501,424

 

Shares

Value

Russia - 8.9%

Bank St. Petersburg OJSC

2,635,369

$ 3,294,211

Comstar United TeleSystems OJSC GDR (Reg. S)

554,415

1,546,818

LSR Group OJSC (a)

124,500

1,120,500

Lukoil Oil Co. sponsored ADR

607,059

23,553,889

Magnit OJSC GDR (Reg. S) (a)

371,000

1,669,500

Mobile TeleSystems OJSC sponsored ADR

360,000

14,094,000

OAO Gazprom sponsored ADR

3,349,381

68,494,837

OAO NOVATEK GDR

223,202

8,816,479

OAO Raspadskaya

1,580,000

3,318,000

OAO TMK

752,400

1,504,800

OJSC Rosneft unit

1,197,100

5,506,660

Pharmstandard OJSC unit (a)

213,230

3,411,680

Rosinter Restaurants Holding (a)

108,200

3,029,600

Sberbank (Savings Bank of the Russian Federation)

9,855,100

10,249,304

Sberbank (Savings Bank of the Russian Federation) GDR

26,800

4,915,546

Uralkali JSC

1,542,600

7,095,960

Uralkali JSC GDR (Reg. S)

250,500

5,232,945

Vimpel Communications sponsored
ADR

1,165,300

16,896,850

VSMPO-Avisma Corp.

16,600

913,000

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)(e)

200,375

8,804,478

TOTAL RUSSIA

193,469,057

Singapore - 0.2%

Straits Asia Resources Ltd.

6,756,000

4,501,054

Slovenia - 0.1%

Nova Kreditna banka Maribor d.d.

105,899

1,899,832

South Africa - 9.3%

African Bank Investments Ltd.

4,412,426

12,013,360

African Rainbow Minerals Ltd.

830,551

8,416,023

Aspen Pharmacare Holdings Ltd.

3,834,820

13,345,331

Aveng Ltd.

2,269,600

11,148,219

Bell Equipment Ltd.

713,316

1,022,152

Exxaro Resources Ltd.

1,813,112

11,951,322

FirstRand Ltd.

10,389,456

14,877,020

Harmony Gold Mining Co. Ltd. sponsored ADR (a)

1,185,800

8,668,198

Illovo Sugar Ltd.

2,577,194

5,697,788

Impala Platinum Holdings Ltd.

1,263,928

13,053,258

Mr. Price Group Ltd.

5,031,447

12,359,747

MTN Group Ltd.

3,566,300

39,787,789

Murray & Roberts Holdings Ltd.

2,149,500

14,516,275

Northam Platinum Ltd.

994,250

3,103,851

Raubex Group Ltd.

4,143,363

10,708,282

Sasol Ltd. sponsored ADR

441,000

12,758,130

Shoprite Holdings Ltd.

1,661,135

8,756,239

TOTAL SOUTH AFRICA

202,182,984

Common Stocks - continued

Shares

Value

Switzerland - 0.2%

Orascom Development Holding AG

150,334

$ 4,321,267

Taiwan - 5.5%

Acer, Inc.

5,742,000

7,476,699

Asia Cement Corp.

7,273,720

4,278,010

China Steel Corp.

19,765,038

14,411,071

First Financial Holding Co. Ltd.

35,018,588

16,508,687

Fubon Financial Holding Co. Ltd.

21,655,000

13,130,211

Hon Hai Precision Industry Co. Ltd. (Foxconn)

10,335,302

25,066,672

HTC Corp.

1,958,300

23,361,863

Siliconware Precision Industries
Co. Ltd.

15,752,633

16,189,609

TOTAL TAIWAN

120,422,822

Thailand - 1.9%

Mermaid Maritime PLC

434,000

93,837

Minor International PCL (For. Reg.)

37,157,274

8,139,987

PTT Exploration & Production PCL (For. Reg.)

4,729,100

11,800,757

Siam Commercial Bank PCL
(For. Reg.)

11,232,800

17,437,119

Total Access Communication PCL:

unit

1,696,944

1,212,837

(For. Reg.)

4,265,656

3,032,388

TOTAL THAILAND

41,716,925

Turkey - 3.5%

Anadolu Efes Biracilik ve Malt Sanyii AS

2,560,665

21,566,289

Asya Katilim Bankasi AS

10,605,468

9,275,619

Bagfas Bandirma Gubre
Fabrikalari AS

94,000

4,506,495

Enka Insaat ve Sanayi AS

2,550,963

9,502,794

Tupras-Turkiye Petrol Rafinerileri AS

1,303,400

16,466,133

Turkiye Garanti Bankasi AS (a)

8,888,895

14,512,012

TOTAL TURKEY

75,829,342

United Arab Emirates - 0.0%

Depa Ltd. GDR (a)(f)

234,100

749,120

United Kingdom - 0.7%

Eurasian Natural Resources Corp. PLC

715,102

3,576,085

Prosperity Mineral Holdings Ltd.

581,300

206,879

Randgold Resources Ltd. sponsored ADR

257,700

7,991,277

Sibir Energy PLC (a)

995,544

3,960,983

TOTAL UNITED KINGDOM

15,735,224

United States of America - 0.8%

Central European Distribution Corp. (a)(e)

225,400

6,489,266

 

Shares

Value

CTC Media, Inc. (a)

967,817

$ 7,161,846

Freeport-McMoRan Copper & Gold, Inc. Class B

154,100

4,484,310

TOTAL UNITED STATES OF AMERICA

18,135,422

TOTAL COMMON STOCKS

(Cost $2,985,236,639)

2,064,785,691

Nonconvertible Preferred Stocks - 0.1%

 

 

Brazil - 0.1%

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)
(Cost $9,734,995)

235,400

$ 3,012,929

Convertible Bonds - 0.0%

 

Principal Amount (d)

 

Brazil - 0.0%

Companhia de Saneamento de Minas Gerais 8.55% 6/1/13 (g)(h)
(Cost $308,511)

BRL

4,841

122,580

Money Market Funds - 6.2%

Shares

 

Fidelity Cash Central Fund, 1.81% (b)

71,241,239

71,241,239

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

62,546,778

62,546,778

TOTAL MONEY MARKET FUNDS

(Cost $133,788,017)

133,788,017

TOTAL INVESTMENT
PORTFOLIO - 101.3%

(Cost $3,129,068,162)

2,201,709,217

NET OTHER ASSETS - (1.3)%

(28,085,536)

NET ASSETS - 100%

$ 2,173,623,681

Currency Abbreviation

BRL

-

Brazilian real

Legend

(a) Non-income producing

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

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

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

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $17,161,158 or 0.8% of net assets.

(g) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $122,580 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Companhia de Saneamento de Minas Gerais 8.55% 6/1/13

8/22/07

$ 308,511

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 3,390,485

Fidelity Securities Lending Cash Central Fund

830,027

Total

$ 4,220,512

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $515,443,831 all of which will expire on October 31, 2016.

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

Annual Report

Emerging Markets

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $60,505,367) -
See accompanying schedule:

Unaffiliated issuers
(cost $2,995,280,145)

$ 2,067,921,200

 

Fidelity Central Funds
(cost $133,788,017)

133,788,017

 

Total Investments
(cost $3,129,068,162)

 

$ 2,201,709,217

Cash

798,812

Foreign currency held at value
(cost $377,043)

371,411

Receivable for investments sold

21,135,254

Receivable for fund shares sold

7,515,316

Dividends receivable

9,835,504

Interest receivable

73

Distributions receivable from Fidelity Central Funds

153,331

Prepaid expenses

1,550

Other receivables

2,025,675

Total assets

2,243,546,143

 

 

 

Liabilities

Payable for investments purchased

$ 1,214,674

Payable for fund shares redeemed

2,779,848

Accrued management fee

1,392,020

Other affiliated payables

914,510

Other payables and accrued expenses

1,074,632

Collateral on securities loaned, at value

62,546,778

Total liabilities

69,922,462

 

 

 

Net Assets

$ 2,173,623,681

Net Assets consist of:

 

Paid in capital

$ 3,607,387,257

Undistributed net investment income

43,729,580

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

(550,119,889)

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

(927,373,267)

Net Assets

$ 2,173,623,681

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Emerging Markets:
Net Asset Value, offering price and redemption price per share ($2,086,196,235 ÷ 152,164,731 shares)

$ 13.71

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($87,427,446 ÷ 6,370,238 shares)

$ 13.72

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

Annual Report

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 125,836,277

Special dividends

 

16,131,115

Interest

 

94,334

Income from Fidelity Central Funds (including $830,027 from security lending)

 

4,220,512

 

 

146,282,238

Less foreign taxes withheld

 

(13,018,239)

Total income

 

133,263,999

 

 

 

Expenses

Management fee

$ 38,002,889

Transfer agent fees

11,879,816

Accounting and security lending fees

1,560,904

Custodian fees and expenses

4,909,985

Independent trustees' compensation

23,456

Registration fees

255,657

Audit

137,844

Legal

27,329

Interest

1,754

Miscellaneous

598,603

Total expenses before reductions

57,398,237

Expense reductions

(2,735,376)

54,662,861

Net investment income (loss)

78,601,138

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $2,740,177)

(540,020,009)

Foreign currency transactions

(5,265,584)

Total net realized gain (loss)

 

(545,285,593)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $11,693,088)

(3,580,625,871)

Assets and liabilities in foreign currencies

(1,146,382)

Total change in net unrealized appreciation (depreciation)

 

(3,581,772,253)

Net gain (loss)

(4,127,057,846)

Net increase (decrease) in net assets resulting from operations

$ (4,048,456,708)

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 78,601,138

$ 36,797,945

Net realized gain (loss)

(545,285,593)

281,676,020

Change in net unrealized appreciation (depreciation)

(3,581,772,253)

2,077,424,629

Net increase (decrease) in net assets resulting from operations

(4,048,456,708)

2,395,898,594

Distributions to shareholders from net investment income

(34,024,353)

(28,224,601)

Distributions to shareholders from net realized gain

(245,333,468)

-

Total distributions

(279,357,821)

(28,224,601)

Share transactions - net increase (decrease)

(112,421,513)

1,233,682,324

Redemption fees

4,815,140

2,543,001

Total increase (decrease) in net assets

(4,435,420,902)

3,603,899,318

 

 

 

Net Assets

Beginning of period

6,609,044,583

3,005,145,265

End of period (including undistributed net investment income of $43,729,580 and undistributed net investment income of $25,569,936, respectively)

$ 2,173,623,681

$ 6,609,044,583

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

Annual Report

Financial Highlights - Emerging Markets

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 37.55

$ 22.04

$ 15.71

$ 11.30

$ 9.81

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .42E

.25

.21

.21

.14

Net realized and unrealized gain (loss)

  (22.73)

15.44

6.31

4.30

1.46

Total from investment operations

  (22.31)

15.69

6.52

4.51

1.60

Distributions from net investment income

  (.19)

(.20)

(.21)

(.11)

(.12)

Distributions from net realized gain

  (1.37)

-

-

-

-

Total distributions

  (1.56)

(.20)

(.21)

(.11)

(.12)

Redemption fees added to paid in capitalB

  .03

.02

.02

.01

.01

Net asset value, end of period

$ 13.71

$ 37.55

$ 22.04

$ 15.71

$ 11.30

Total ReturnA

  (61.84)%

71.81%

41.96%

40.25%

16.48%

Ratios to Average Net AssetsC, F

 

 

 

 

 

Expenses before reductions

  1.07%

1.05%

1.11%

1.16%

1.23%

Expenses net of fee waivers, if any

  1.07%

1.05%

1.11%

1.16%

1.23%

Expenses net of all reductions

  1.02%

.99%

1.01%

1.07%

1.18%

Net investment income (loss)

  1.47%E

.89%

1.04%

1.53%

1.27%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,086,196

$ 6,609,045

$ 3,005,145

$ 1,392,223

$ 604,550

Portfolio turnover rateD

  63%

52%

66%

68%

112%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $.09 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.17%. F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class K

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 31.99

Income from Investment Operations

 

Net investment income (loss) D

  .15 G

Net realized and unrealized gain (loss)

  (18.43)

Total from investment operations

  (18.28)

Redemption fees added to paid in capital D

  .01

Net asset value, end of period

$ 13.72

Total Return B, C

  (57.11)%

Ratios to Average Net Assets E, I

 

Expenses before reductions

  .92% A

Expenses net of fee waivers, if any

  .92% A

Expenses net of all reductions

  .87% A

Net investment income (loss)

  2.02% A, G

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 87,427

Portfolio turnover rate F

  63%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G Investment income per share reflects a special dividend which amounted to $.02 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.71%. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

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

Annual Report

Emerging Markets

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Emerging Markets Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. On January 17, 2008, the Board of Trustees approved the creation of an additional class of shares. The Fund commenced sale of Class K shares and the existing class was designated Emerging Markets on May 9, 2008. The Fund offers Emerging Markets and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

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

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

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

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

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

Annual Report

Emerging Markets
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

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

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

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

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

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

Unrealized appreciation

$ 211,332,000

Unrealized depreciation

(1,173,383,176)

Net unrealized appreciation (depreciation)

(962,051,176)

Undistributed ordinary income

31,514,547

Capital loss carryforward

(515,443,831)

 

 

Cost for federal income tax purposes

$ 3,163,760,393

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 41,187,374

$ 28,224,601

Long-term Capital Gains

238,170,447

-

Total

$ 279,357,821

$ 28,224,601

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

4. Operating Policies.

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

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,288,862,920 and $3,596,737,360, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Emerging Markets and asset-based fees of .05% of average net assets for Class K. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees for Emerging Markets were equivalent to an annualized rate of .22% of average net assets. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Emerging Markets. For the period, each class paid the following transfer agent fees:

 

Amount

Emerging Markets

$ 11,874,974

Class K

4,842

Total

$ 11,879,816

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

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $485 for the period.

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

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 4,222,000

4.77%

$ 1,119

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $11,091 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

Emerging Markets
Notes to Financial Statements - continued

8. Security Lending.

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

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $5,081,000. The weighted average interest rate was 4.50%. The interest expense amounted to $635 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Emerging Market's operating expenses. During the period, this reimbursement reduced the class' expenses by $12,763.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,603,656 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,580. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Emerging Markets

$ 116,365

Class K

12

 

$ 116,377

11. Other.

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

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $477, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

Annual Report

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Emerging Markets

$ 34,024,353

$ 28,224,601

From net realized gain

 

 

Emerging Markets

$ 245,333,468

$ -

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008 A

2007

2008 A

2007

Emerging Markets

 

 

 

 

Shares sold

88,151,350

96,979,878

$ 2,616,256,871

$ 2,766,036,681

Conversion to Class K

(6,470,724)

-

(122,161,593)

-

Reinvestment of distributions

7,825,864

1,154,965

270,227,076

27,314,929

Shares redeemed

(113,371,134)

(58,453,895)

(2,997,083,479)

(1,559,669,286)

Net increase (decrease)

(23,864,644)

39,680,948

$ (232,761,125)

$ 1,233,682,324

Class K

 

 

 

 

Shares sold

379,643

-

$ 5,848,087

$ -

Conversion to Class K

6,466,184

-

122,161,593

-

Shares redeemed

(475,589)

-

(7,670,068)

-

Net increase (decrease)

6,370,238

-

$ 120,339,612

$ -

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

Annual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

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

Hypothetical Example for Comparison Purposes

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

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

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Europe

.99%

 

 

 

Actual

 

$ 1,000.00

$ 594.30

$ 3.97

Hypothetical A

 

$ 1,000.00

$ 1,020.16

$ 5.03

Europe Capital Appreciation

1.15%

 

 

 

Actual

 

$ 1,000.00

$ 572.20

$ 4.54

Hypothetical A

 

$ 1,000.00

$ 1,019.36

$ 5.84

Japan

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 634.60

$ 4.36

Hypothetical A

 

$ 1,000.00

$ 1,019.81

$ 5.38

Japan Smaller Companies

1.05%

 

 

 

Actual

 

$ 1,000.00

$ 686.60

$ 4.45

Hypothetical A

 

$ 1,000.00

$ 1,019.86

$ 5.33

Latin America

1.03%

 

 

 

Actual

 

$ 1,000.00

$ 433.40

$ 3.71

Hypothetical A

 

$ 1,000.00

$ 1,019.96

$ 5.23

Nordic

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 483.50

$ 4.10

Hypothetical A

 

$ 1,000.00

$ 1,019.61

$ 5.58

Pacific Basin

1.14%

 

 

 

Actual

 

$ 1,000.00

$ 482.00

$ 4.25

Hypothetical A

 

$ 1,000.00

$ 1,019.41

$ 5.79

Southeast Asia

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 539.70

$ 4.84

Hypothetical A

 

$ 1,000.00

$ 1,018.85

$ 6.34

A 5% return per year before expenses

* Expenses are equal to each Fund's annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Europe

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Fidelity Europe Fund

-46.03%

6.51%

3.09%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Europe Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI Europe Index performed over the same period.


fid487

Annual Report

Europe

Management's Discussion of Fund Performance

Comments from Melissa Reilly, who became Portfolio Manager of Fidelity® Europe Fund on November 18, 2008, after the period covered in this report

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the 12 months ending October 31, 2008, the fund was down 46.03%, outperforming the MSCI Europe Index, which fell 47.89%. Stock selection and an underweighted positioning in financials helped. Stock picking in materials and health care also was beneficial, as was a modest cash position. On the downside, stock and market selection in telecommunication services and consumer staples hurt, as did our stock picks in utilities. Not owning Fortis, a multinational Belgian bank in the index caught by the liquidity crunch, turned out to be a good decision. Syngenta, a Swiss agricultural science firm, supported results as its stock withstood the market turmoil better than the index. Bayer AG, the German materials and pharmaceutical corporation, also helped the fund's relative return. During a time when the stable earnings of health care companies proved attractive, pharmaceutical giant Roche Holding in Switzerland and Denmark's Novo Nordisk, which specializes in diabetes treatments, both supported results. Not owning benchmark constituent Volkswagen, the German automaker whose share price rose for technical market reasons, hurt the most. Telenor, a Norwegian telecom firm, and Raiffeisen International Bank-Holding of Austria both underperformed because of concerns about their exposures to emerging markets. Elsewhere, Hexagon, a Swedish engineering company, performed poorly because of deteriorating prospects in the automotive industry, a prime customer for Hexagon's precision measurement instruments.

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

Annual Report

Europe

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Switzerland

29.6%

 

fid256

United Kingdom

23.8%

 

fid258

France

11.6%

 

fid260

Germany

11.0%

 

fid262

Sweden

6.8%

 

fid264

Spain

4.3%

 

fid266

Denmark

3.6%

 

fid268

Italy

2.4%

 

fid270

United States of America

2.4%

 

fid272

Other

4.5%

 

fid499

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

 

As of April 30, 2008

fid254

United Kingdom

24.4%

 

fid256

Switzerland

19.0%

 

fid258

Germany

16.6%

 

fid260

France

9.3%

 

fid262

Sweden

5.9%

 

fid264

Spain

4.9%

 

fid266

Norway

3.2%

 

fid268

Russia

3.1%

 

fid270

United States of America

2.4%

 

fid272

Other

11.2%

 

fid511

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

97.6

97.6

Short-Term Investments and Net Other Assets

2.4

2.4

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

5.5

2.3

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

5.3

1.8

Novartis AG (Reg.) (Switzerland, Pharmaceuticals)

4.8

0.0

Tesco PLC (United Kingdom, Food & Staples Retailing)

4.0

4.4

H&M Hennes & Mauritz AB (B Shares) (Sweden, Specialty Retail)

3.5

2.8

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

3.2

0.0

E.ON AG (Germany, Electric Utilities)

3.1

2.6

Essilor International SA (France, Health Care Equipment & Supplies)

3.0

1.5

Linde AG (Germany, Chemicals)

2.9

3.8

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

2.8

1.7

 

38.1

 

Market Sectors as of October 31, 2008

 

% of fund's net assets

% of fund's net assets 6 months ago

Health Care

20.0

6.1

Financials

14.5

12.0

Consumer Staples

12.0

11.8

Industrials

11.6

14.6

Energy

11.2

14.2

Utilities

7.2

7.7

Materials

6.7

16.8

Telecommunication Services

6.0

6.7

Consumer Discretionary

5.4

4.6

Information Technology

3.0

3.1

Annual Report

Europe

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 97.6%

Shares

Value

Austria - 0.2%

Raiffeisen International Bank-Holding AG (d)

179,700

$ 5,654,687

Czech Republic - 0.4%

Ceske Energeticke Zavody AS

288,300

12,475,809

Denmark - 3.6%

Novo Nordisk AS Series B

1,643,100

88,074,620

Vestas Wind Systems AS (a)

295,800

12,115,883

TOTAL DENMARK

100,190,503

Finland - 1.0%

Nokia Corp.

1,775,150

27,192,089

France - 11.6%

AXA SA

1,179,800

22,538,948

BNP Paribas SA

459,100

33,147,616

Electricite de France

292,100

17,550,393

Essilor International SA

1,838,600

82,475,639

GDF Suez

1,118,200

49,983,053

L'Air Liquide SA

572,620

49,414,289

Societe Generale Series A

332,100

18,101,112

Total SA Series B

631,300

34,729,981

Veolia Environnement

443,700

10,995,602

TOTAL FRANCE

318,936,633

Germany - 11.0%

Allianz AG (Reg.)

274,800

20,565,148

Bayer AG

261,000

14,529,790

Deutsche Boerse AG

116,400

9,307,049

E.ON AG

2,239,700

85,683,734

Linde AG

955,100

80,211,000

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

100,700

13,365,408

RWE AG

307,600

25,705,834

Wincor Nixdorf AG

1,233,000

53,945,635

TOTAL GERMANY

303,313,598

Italy - 2.4%

ENI SpA

1,377,800

32,885,531

Tod's SpA

668,300

27,925,113

UniCredit SpA

2,079,300

5,087,474

TOTAL ITALY

65,898,118

Norway - 1.7%

StatoilHydro ASA

842,800

16,951,758

Telenor ASA

5,061,700

30,203,133

TOTAL NORWAY

47,154,891

Russia - 1.2%

OAO Gazprom sponsored ADR

1,560,200

31,906,090

 

Shares

Value

Spain - 4.3%

Banco Bilbao Vizcaya Argentaria SA

2,011,300

$ 23,343,785

Banco Santander SA

3,411,100

36,891,585

Telefonica SA

3,082,000

57,063,035

TOTAL SPAIN

117,298,405

Sweden - 6.8%

Elekta AB (B Shares) (d)

3,421,800

43,264,255

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

2,655,000

95,188,354

Hexagon AB (B Shares)

4,326,475

28,333,740

HEXPOL AB (B Shares)

291,621

1,170,117

Modern Times Group MTG AB (B Shares)

275,000

5,899,796

Nordea Bank AB

1,501,300

12,030,797

TOTAL SWEDEN

185,887,059

Switzerland - 29.6%

ABB Ltd. (Reg.)

3,870,547

50,774,916

Compagnie Financiere Richemont Series A

938,961

19,972,043

Credit Suisse Group (Reg.)

988,876

36,969,932

EFG International

752,160

16,188,722

Geberit AG (Reg.)

387,690

40,270,147

Julius Baer Holding AG

1,140,934

44,612,577

Nestle SA (Reg.)

3,761,846

146,255,348

Novartis AG (Reg.)

2,617,110

132,810,678

Roche Holding AG (participation certificate)

992,952

151,816,295

Schindler Holding AG (participation certificate)

1,112,846

48,166,665

SGS Societe Generale de Surveillance Holding SA (Reg.)

56,293

55,410,695

Syngenta AG (Switzerland)

299,683

56,008,651

Zurich Financial Services AG (Reg.)

73,313

14,870,363

TOTAL SWITZERLAND

814,127,032

United Kingdom - 23.8%

AstraZeneca PLC (United Kingdom)

906,900

38,428,311

BG Group PLC

2,687,500

39,511,988

BP PLC

9,128,600

74,402,441

British American Tobacco PLC (United Kingdom)

1,046,400

28,698,482

Capita Group PLC

3,916,116

40,460,163

HSBC Holdings PLC (United Kingdom) (Reg.)

6,446,200

76,340,764

Imperial Tobacco Group PLC

1,034,100

27,712,034

Royal Dutch Shell PLC Class A (Netherlands)

2,725,100

75,531,453

Serco Group PLC

6,516,000

38,853,853

Standard Chartered PLC (United Kingdom)

456,900

7,550,268

Tesco PLC

20,286,973

111,140,869

Common Stocks - continued

Shares

Value

United Kingdom - continued

Unilever PLC

881,600

$ 19,803,434

Vodafone Group PLC

40,479,600

77,861,645

TOTAL UNITED KINGDOM

656,295,705

TOTAL COMMON STOCKS

(Cost $3,537,732,582)

2,686,330,619

Money Market Funds - 4.7%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

82,162,995

82,162,995

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

45,373,050

45,373,050

TOTAL MONEY MARKET FUNDS

(Cost $127,536,045)

127,536,045

TOTAL INVESTMENT
PORTFOLIO - 102.3%

(Cost $3,665,268,627)

2,813,866,664

NET OTHER ASSETS - (2.3)%

(62,094,724)

NET ASSETS - 100%

$ 2,751,771,940

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 4,168,648

Fidelity Securities Lending Cash Central Fund

5,565,334

Total

$ 9,733,982

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $413,142,102 all of which will expire on October 31, 2016.

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

Annual Report

Europe

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $43,521,924) -
See accompanying schedule:

Unaffiliated issuers
(cost $3,537,732,582)

$ 2,686,330,619

 

Fidelity Central Funds
(cost $127,536,045)

127,536,045

 

Total Investments
(cost $3,665,268,627)

 

$ 2,813,866,664

Receivable for investments sold

19,061,488

Receivable for fund shares sold

582,265

Dividends receivable

4,744,613

Distributions receivable from Fidelity Central Funds

263,127

Prepaid expenses

1,366

Other receivables

662,477

Total assets

2,839,182,000

 

 

 

Liabilities

Payable to custodian bank

$ 9,796,601

Payable for investments purchased

27,629,125

Payable for fund shares redeemed

1,757,353

Accrued management fee

1,715,232

Other affiliated payables

842,546

Other payables and accrued expenses

296,153

Collateral on securities loaned, at value

45,373,050

Total liabilities

87,410,060

 

 

 

Net Assets

$ 2,751,771,940

Net Assets consist of:

 

Paid in capital

$ 3,971,263,163

Undistributed net investment income

79,011,426

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

(446,811,591)

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

(851,691,058)

Net Assets, for 116,745,503 shares outstanding

$ 2,751,771,940

Net Asset Value, offering price and redemption price per share ($2,751,771,940 ÷ 116,745,503 shares)

$ 23.57

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 130,634,470

Interest

 

159,967

Income from Fidelity Central Funds (including $5,565,334 from security lending)

 

9,733,982

 

 

140,528,419

Less foreign taxes withheld

 

(13,845,171)

Total income

 

126,683,248

 

 

 

Expenses

Management fee
Basic fee

$ 32,384,301

Performance adjustment

287,283

Transfer agent fees

10,482,644

Accounting and security lending fees

1,545,194

Custodian fees and expenses

735,302

Independent trustees' compensation

19,577

Registration fees

58,110

Audit

80,099

Legal

24,249

Interest

4,042

Miscellaneous

197,766

Total expenses before reductions

45,818,567

Expense reductions

(2,353,773)

43,464,794

Net investment income (loss)

83,218,454

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(440,998,719)

Foreign currency transactions

(1,007,635)

Total net realized gain (loss)

 

(442,006,354)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(2,075,914,854)

Assets and liabilities in foreign currencies

(464,062)

Total change in net unrealized appreciation (depreciation)

 

(2,076,378,916)

Net gain (loss)

(2,518,385,270)

Net increase (decrease) in net assets resulting from operations

$ (2,435,166,816)

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

Annual Report

Europe
Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 83,218,454

$ 78,249,764

Net realized gain (loss)

(442,006,354)

390,312,328

Change in net unrealized appreciation (depreciation)

(2,076,378,916)

726,840,862

Net increase (decrease) in net assets resulting from operations

(2,435,166,816)

1,195,402,954

Distributions to shareholders from net investment income

(75,717,658)

(44,655,948)

Distributions to shareholders from net realized gain

(358,785,158)

(492,200,801)

Total distributions

(434,502,816)

(536,856,749)

Share transactions
Proceeds from sales of shares

375,372,349

914,445,282

Reinvestment of distributions

429,703,172

530,000,847

Cost of shares redeemed

(648,311,121)

(671,683,034)

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

156,764,400

772,763,095

Redemption fees

54,655

50,173

Total increase (decrease) in net assets

(2,712,850,577)

1,431,359,473

 

 

 

Net Assets

Beginning of period

5,464,622,517

4,033,263,044

End of period (including undistributed net investment income of $79,011,426 and undistributed net investment income of $77,915,917, respectively)

$ 2,751,771,940

$ 5,464,622,517

Other Information

Shares

Sold

9,585,310

22,065,177

Issued in reinvestment of distributions

10,002,402

13,802,106

Redeemed

(17,978,503)

(16,050,210)

Net increase (decrease)

1,609,209

19,817,073

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 47.46

$ 42.31

$ 37.26

$ 30.42

$ 24.37

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .68

.69

.58

.33

.09

Net realized and unrealized gain (loss)

  (20.84)

9.99

8.74

6.68

6.25

Total from investment operations

  (20.16)

10.68

9.32

7.01

6.34

Distributions from net investment income

  (.65)

(.46)

(.30)

(.09)

(.29)

Distributions from net realized gain

  (3.08)

(5.07)

(3.97)

(.08)

-

Total distributions

  (3.73)

(5.53)

(4.27)

(.17)

(.29)

Redemption fees added to paid in capitalC, G

  -

-

-

-

-

Net asset value, end of period

$ 23.57

$ 47.46

$ 42.31

$ 37.26

$ 30.42

Total ReturnA, B

  (46.03)%

28.33%

27.40%

23.12%

26.20%

Ratios to Average Net AssetsD, F

 

 

 

 

 

Expenses before reductions

  1.00%

1.06%

1.16%

1.15%

1.11%

Expenses net of fee waivers, if any

  1.00%

1.06%

1.16%

1.15%

1.11%

Expenses net of all reductions

  .95%

1.01%

1.05%

1.07%

1.05%

Net investment income (loss)

  1.82%

1.65%

1.48%

.95%

.32%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,751,772

$ 5,464,623

$ 4,033,263

$ 2,547,812

$ 1,845,440

Portfolio turnover rateE

  100%

100%

127%

99%

106%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Total returns do not include the effect of the former contingent deferred sales charge. C Calculated based on average shares outstanding during the period. D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. E Amount does not include the portfolio activity of any underlying Fidelity Central Funds. F Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. G Amount represents less than $.01 per share.

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

Annual Report

Europe Capital Appreciation

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Fidelity Europe Capital Appreciation Fund

-48.58%

4.34%

3.84%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Europe Capital Appreciation Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI Europe Index performed over the same period.


fid513

Annual Report

Europe Capital Appreciation

Management's Discussion of Fund Performance

Comments from Melissa Reilly, Portfolio Manager of Fidelity® Europe Capital Appreciation Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

During the year, the fund fell 48.58%, lagging the 47.89% decline of the MSCI Europe Index. Stock and market selection in consumer discretionary, energy, utilities and materials hurt the most relative to the index. Avoiding German car manufacturer Volkswagen, a component of the index, was the biggest individual detractor. Underweighting British oil company BP hurt, while U.K. mining company Rio Tinto fell when energy prices began to slide. Underweighting pharmaceutical giants Novartis in Switzerland and U.K.-based GlaxoSmithKline - the latter of which I sold - detracted. Not owning another pharmaceutical heavyweight, AstraZeneca, also in the U.K., proved detrimental as well. On the upside, the fund benefited from strong stock selection in financials and, to a lesser extent, telecommunication services. Underweighting Royal Bank of Scotland, which I sold, gave the fund its biggest boost. Not owning global insurance company and index component ING, based in the Netherlands, also was a positive. Three Swiss stocks - food and beverage manufacturer Nestle, pharmaceutical company Roche Holding and diversified mining firm Xstrata, the latter of which I sold by period end - benefited performance. Lastly, a modest position in cash helped as well.

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

Annual Report

Europe Capital Appreciation

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

United Kingdom

27.9%

 

fid256

Switzerland

17.8%

 

fid258

Germany

14.2%

 

fid260

France

11.7%

 

fid262

United States of America

6.7%

 

fid264

Italy

4.5%

 

fid266

Netherlands

4.0%

 

fid268

Spain

3.6%

 

fid270

Canada

1.4%

 

fid272

Other

8.2%

 

fid525

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

 

As of April 30, 2008

fid254

United Kingdom

25.9%

 

fid256

Germany

14.4%

 

fid258

Switzerland

13.3%

 

fid260

France

12.3%

 

fid262

Italy

6.9%

 

fid264

Spain

5.9%

 

fid266

United States of America

3.4%

 

fid268

Norway

2.3%

 

fid270

Sweden

2.2%

 

fid272

Other

13.4%

 

fid537

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

95.3

97.1

Short-Term Investments and Net Other Assets

4.7

2.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

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

4.8

3.1

Total SA sponsored ADR (France, Oil, Gas & Consumable Fuels)

3.3

2.3

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

2.9

1.3

Telefonica SA sponsored ADR (Spain, Diversified Telecommunication Services)

2.6

2.5

E.ON AG (Germany, Electric Utilities)

2.6

2.5

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

2.5

2.9

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

2.3

3.5

Novartis AG (Reg.) (Switzerland, Pharmaceuticals)

2.2

1.2

ENI SpA sponsored ADR (Italy, Oil, Gas & Consumable Fuels)

2.2

1.7

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

2.1

2.1

 

27.5

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

21.1

22.6

Health Care

16.3

6.3

Consumer Staples

13.5

12.2

Energy

10.8

14.8

Consumer Discretionary

9.3

8.2

Telecommunication Services

6.5

7.3

Utilities

6.1

7.7

Materials

4.8

10.9

Industrials

4.3

5.7

Information Technology

2.6

1.4

Annual Report

Europe Capital Appreciation

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 95.3%

Shares

Value

Australia - 0.9%

CSL Ltd.

190,533

$ 4,631,284

Belgium - 1.2%

InBev SA (d)

64,800

2,613,587

KBC Groupe SA

25,200

1,083,405

Umicore SA

128,200

2,292,641

TOTAL BELGIUM

5,989,633

Canada - 1.4%

Canadian Natural Resources Ltd.

34,100

1,719,988

EnCana Corp.

47,100

2,391,718

Petrobank Energy & Resources Ltd. (a)

79,700

1,520,236

Silver Wheaton Corp. (a)

326,600

1,137,602

TOTAL CANADA

6,769,544

Denmark - 1.3%

Genmab AS (a)

39,000

1,761,354

Novo Nordisk AS Series B

86,500

4,636,635

TOTAL DENMARK

6,397,989

Finland - 0.6%

Fortum Oyj

1,000

24,576

Nokia Corp. sponsored ADR

178,850

2,714,943

TOTAL FINLAND

2,739,519

France - 11.7%

AXA SA

274,800

5,249,791

BNP Paribas SA

111,700

8,064,885

Cap Gemini SA

104,400

3,363,740

Credit Agricole SA

138,900

2,009,468

Essilor International SA

30,000

1,345,735

Pernod Ricard SA

50,400

3,281,982

Pinault Printemps-Redoute SA

77,500

4,939,109

Sanofi-Aventis

109,700

6,950,275

Societe Generale Series A

42,150

2,297,386

Suez Environnement SA (a)

22,100

427,583

Total SA sponsored ADR

295,900

16,404,696

Unibail-Rodamco

23,100

3,476,127

TOTAL FRANCE

57,810,777

Germany - 14.2%

Adidas-Salomon AG

123,000

4,367,659

Bayer AG

120,300

6,697,064

Bayerische Motoren Werke AG (BMW)

190,500

4,942,565

Commerzbank AG

69,500

755,701

E.ON AG

329,900

12,620,915

ESCADA AG (a)(d)

50,800

260,131

Fresenius AG

92,900

5,512,022

GEA Group AG

104,300

1,524,234

Linde AG

68,200

5,727,558

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

62,900

8,348,403

RWE AG

110,200

9,209,307

 

Shares

Value

SAP AG

88,800

$ 3,161,827

SAP AG sponsored ADR

28,200

996,306

Siemens AG (Reg.)

54,900

3,289,947

Symrise AG

192,300

2,388,597

TOTAL GERMANY

69,802,236

Hong Kong - 1.0%

Esprit Holdings Ltd.

859,300

4,882,595

Ireland - 1.3%

Allied Irish Banks PLC

159,900

851,730

CRH PLC

171,900

3,810,295

Ryanair Holdings PLC sponsored ADR (a)

81,300

1,810,551

TOTAL IRELAND

6,472,576

Italy - 4.5%

ENI SpA sponsored ADR (d)

225,100

10,816,055

Fiat SpA

227,500

1,808,114

IFIL Finanziaria di Partecipazioni SpA

138,000

427,839

Intesa Sanpaolo SpA

1,489,200

5,447,434

Prysmian SpA

44,800

543,471

UniCredit SpA

1,243,100

3,041,523

TOTAL ITALY

22,084,436

Luxembourg - 0.2%

ArcelorMittal SA (France)

39,200

1,019,568

Netherlands - 4.0%

ASML Holding NV (Netherlands)

55,900

978,604

Koninklijke KPN NV

643,000

9,055,492

Unilever NV (Certificaten Van Aandelen)

408,100

9,834,996

TOTAL NETHERLANDS

19,869,092

Norway - 0.6%

Pronova BioPharma ASA

1,200,324

3,118,324

Papua New Guinea - 0.4%

Lihir Gold Ltd. (a)

1,717,806

2,142,311

Russia - 0.2%

OAO Gazprom sponsored ADR

53,300

1,089,985

Spain - 3.6%

Banco Santander SA

336,200

3,636,056

Inditex SA

32,100

1,085,059

Telefonica SA sponsored ADR

231,100

12,828,361

TOTAL SPAIN

17,549,476

Sweden - 0.5%

H&M Hennes & Mauritz AB (B Shares)

70,900

2,541,941

Switzerland - 17.8%

Actelion Ltd. (Reg.) (a)

99,801

5,271,136

Credit Suisse Group (Reg.)

199,392

7,454,432

EFG International

120,180

2,586,631

Julius Baer Holding AG

74,926

2,929,742

Lindt & Spruengli AG

77

1,867,611

Lonza Group AG

15,666

1,299,885

Nestle SA (Reg.)

605,363

23,535,668

Common Stocks - continued

Shares

Value

Switzerland - continued

Nobel Biocare Holding AG (Switzerland)

57,936

$ 995,050

Novartis AG (Reg.)

220,065

11,167,655

Roche Holding AG (participation certificate)

94,387

14,431,195

Sonova Holding AG

46,569

1,934,551

UBS AG:

(For. Reg.)

239,788

4,067,672

(NY Shares)

136,975

2,314,878

Zurich Financial Services AG (Reg.)

38,922

7,894,702

TOTAL SWITZERLAND

87,750,808

United Kingdom - 27.9%

Aegis Group PLC

1,055,000

1,111,719

Anglo American PLC (United Kingdom)

57,900

1,452,605

Autonomy Corp. PLC (a)

100,400

1,591,712

Barclays PLC

494,100

1,416,204

Bellway PLC

426,600

3,715,985

BG Group PLC

215,200

3,163,899

Bovis Homes Group PLC (d)

661,700

3,616,528

BP PLC

613,700

5,001,948

British American Tobacco PLC (United Kingdom)

268,400

7,361,117

Capita Group PLC

399,100

4,123,384

Centrica PLC

904,100

4,442,037

easyJet PLC (a)

670,100

3,342,436

Experian PLC

1,208,100

6,661,817

Hammerson PLC

181,000

2,085,862

HBOS PLC

765,900

1,253,951

HSBC Holdings PLC sponsored ADR (d)

211,200

12,460,800

Informa PLC

714,200

2,419,389

Kesa Electricals PLC

1,921,700

2,467,409

Kingfisher PLC

1,453,300

2,682,091

Lloyds TSB Group PLC

706,100

2,281,909

Man Group PLC

557,087

3,215,934

National Grid PLC

321,200

3,617,909

Persimmon PLC (d)

387,300

1,874,775

Prudential PLC

787,800

3,956,898

Reckitt Benckiser Group PLC

235,100

9,943,457

Redrow PLC (d)

539,600

1,804,498

Rio Tinto PLC (Reg.)

70,300

3,283,459

Royal Dutch Shell PLC Class A (United Kingdom)

414,300

11,381,383

 

Shares

Value

SSL International PLC

577,100

$ 3,897,170

Standard Chartered PLC (United Kingdom)

318,300

5,259,904

Tesco PLC

1,201,100

6,580,149

Vodafone Group PLC

2,897,200

5,572,702

Vodafone Group PLC sponsored ADR

250,450

4,826,172

TOTAL UNITED KINGDOM

137,867,212

United States of America - 2.0%

Anheuser-Busch Companies, Inc.

19,300

1,197,179

Genentech, Inc. (a)

60,900

5,051,046

Synthes, Inc.

16,313

2,104,616

Virgin Media, Inc. (d)

248,300

1,430,208

TOTAL UNITED STATES OF AMERICA

9,783,049

TOTAL COMMON STOCKS

(Cost $667,564,188)

470,312,355

Money Market Funds - 8.5%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

20,830,945

20,830,945

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

21,039,590

21,039,590

TOTAL MONEY MARKET FUNDS

(Cost $41,870,535)

41,870,535

TOTAL INVESTMENT
PORTFOLIO - 103.8%

(Cost $709,434,723)

512,182,890

NET OTHER ASSETS - (3.8)%

(18,528,786)

NET ASSETS - 100%

$ 493,654,104

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 881,931

Fidelity Securities Lending Cash Central Fund

1,519,138

Total

$ 2,401,069

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $193,924,656 all of which will expire on October 31, 2016.

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

Annual Report

Europe Capital Appreciation

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $20,390,176) -
See accompanying schedule:

Unaffiliated issuers
(cost $667,564,188)

$ 470,312,355

 

Fidelity Central Funds
(cost $41,870,535)

41,870,535

 

Total Investments
(cost $709,434,723)

 

$ 512,182,890

Foreign currency held at value
(cost $975,567)

975,561

Receivable for investments sold

8,704,313

Receivable for fund shares sold

351,219

Dividends receivable

1,614,159

Distributions receivable from Fidelity Central Funds

78,800

Prepaid expenses

341

Other receivables

110,472

Total assets

524,017,755

 

 

 

Liabilities

Payable for investments purchased

$ 8,219,416

Payable for fund shares redeemed

498,972

Accrued management fee

354,638

Other affiliated payables

175,449

Other payables and accrued expenses

75,586

Collateral on securities loaned, at value

21,039,590

Total liabilities

30,363,651

 

 

 

Net Assets

$ 493,654,104

Net Assets consist of:

 

Paid in capital

$ 876,429,965

Undistributed net investment income

17,579,785

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

(203,034,574)

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

(197,321,072)

Net Assets, for 34,583,352 shares outstanding

$ 493,654,104

Net Asset Value, offering price and redemption price per share ($493,654,104 ÷ 34,583,352 shares)

$ 14.27

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 32,429,419

Interest

 

5,772

Income from Fidelity Central Funds (including $1,519,138 from security lending)

 

2,401,069

 

 

34,836,260

Less foreign taxes withheld

 

(3,286,068)

Total income

 

31,550,192

 

 

 

Expenses

Management fee
Basic fee

$ 6,960,236

Performance adjustment

1,289,033

Transfer agent fees

2,220,847

Accounting and security lending fees

472,881

Custodian fees and expenses

154,918

Independent trustees' compensation

4,425

Registration fees

37,680

Audit

55,107

Legal

5,909

Miscellaneous

157,443

Total expenses before reductions

11,358,479

Expense reductions

(440,753)

10,917,726

Net investment income (loss)

20,632,466

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(201,631,398)

Foreign currency transactions

(786,854)

Total net realized gain (loss)

 

(202,418,252)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(360,829,435)

Assets and liabilities in foreign currencies

(108,029)

Total change in net unrealized appreciation (depreciation)

 

(360,937,464)

Net gain (loss)

(563,355,716)

Net increase (decrease) in net assets resulting from operations

$ (542,723,250)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 20,632,466

$ 29,618,721

Net realized gain (loss)

(202,418,252)

241,091,061

Change in net unrealized appreciation (depreciation)

(360,937,464)

70,513,581

Net increase (decrease) in net assets resulting from operations

(542,723,250)

341,223,363

Distributions to shareholders from net investment income

(22,837,060)

(9,391,804)

Distributions to shareholders from net realized gain

(172,118,248)

(96,052,488)

Total distributions

(194,955,308)

(105,444,292)

Share transactions
Proceeds from sales of shares

94,959,353

712,149,877

Reinvestment of distributions

184,197,685

99,678,932

Cost of shares redeemed

(413,295,649)

(752,725,822)

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

(134,138,611)

59,102,987

Redemption fees

21,939

102,889

Total increase (decrease) in net assets

(871,795,230)

294,984,947

 

 

 

Net Assets

Beginning of period

1,365,449,334

1,070,464,387

End of period (including undistributed net investment income of $17,579,785 and undistributed net investment income of $28,948,128, respectively)

$ 493,654,104

$ 1,365,449,334

Other Information

Shares

Sold

3,880,339

25,057,625

Issued in reinvestment of distributions

6,817,087

3,751,559

Redeemed

(17,925,334)

(25,963,364)

Net increase (decrease)

(7,227,908)

2,845,820

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 32.66

$ 27.47

$ 23.15

$ 19.63

$ 17.26

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .50

.62

.38 E

.37

.13 F

Net realized and unrealized gain (loss)

  (14.11)

7.04

6.85

3.38

2.46

Total from investment operations

  (13.61)

7.66

7.23

3.75

2.59

Distributions from net investment income

  (.56)

(.22)

(.30)

(.17)

(.22)

Distributions from net realized gain

  (4.22)

(2.25)

(2.62)

(.06)

-

Total distributions

  (4.78)

(2.47)

(2.92)

(.23)

(.22)

Redemption fees added to paid in capital B

  - H

-H

.01

-H

-H

Net asset value, end of period

$ 14.27

$ 32.66

$ 27.47

$ 23.15

$ 19.63

Total Return A

  (48.58)%

29.95%

34.81%

19.24%

15.13%

Ratios to Average Net Assets C, G

 

 

 

 

 

Expenses before reductions

  1.16%

1.05%

1.09%

.95%

1.22%

Expenses net of fee waivers, if any

  1.16%

1.05%

1.09%

.95%

1.22%

Expenses net of all reductions

  1.12%

1.01%

.99%

.84%

1.15%

Net investment income (loss)

  2.11%

2.15%

1.51%E

1.66%

.69%F

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 493,654

$ 1,365,449

$ 1,070,464

$ 492,788

$ 407,362

Portfolio turnover rate D

  112%

161%

143%

133%

119%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $.11 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.06%. F Net investment income per share includes approximately $.01 per share received as a result of a reorganization of an issuer that was in bankruptcy. Excluding this non-recurring amount, the ratio of net investment income (loss) to average net assets would have been .65%. G Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. H Amount represents less than $.01 per share.

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

Annual Report

Japan

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Fidelity Japan Fund

-41.88%

-1.00%

3.11%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Japan Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the TOPIX performed over the same period.


fid539

Annual Report

Japan

Management's Discussion of Fund Performance

Comments from Robert Rowland, Portfolio Manager of Fidelity® Japan Fund

Japanese stocks got walloped during the 12-month period ending October 31, 2008, a fate shared by most other stock markets globally. As measured by the Tokyo Stock Exchange Stock Price Index (TOPIX), Japanese share prices fell 36.04%, almost dead-even with the 36.10% setback sustained by the Standard & Poor's 500SM Index, a widely followed benchmark of U.S. stocks. By comparison, the MSCI® Europe, Australasia, Far East (EAFE®) Index - a gauge of developed stock markets outside the United States and Canada - recorded a loss of 46.54%. An intensifying U.S. credit crisis was partly to blame, as a number of well-known firms in the U.S. financials sector declared bankruptcy, required government assistance or arranged to be purchased by a stronger competitor. The deteriorating economies of Japan's trading partners hurt the revenues and earnings of Japanese exporters. An appreciating yen aided the returns earned by U.S. investors but undermined exporters' ability to compete successfully with non-Japanese rivals. Meanwhile, economic growth in Japan continued to be disappointing, with gross domestic product (GDP) there contracting during the second quarter of 2008.

During the past year, the fund returned -41.88%, trailing the TOPIX. An overweighting and poor stock selection in industrials - specifically, the capital goods industry - partially explains the performance shortfall. Underweighting defensive sectors, such as utilities - where we had no exposure at all - and consumer staples, also hurt, as did overweighting information technology. Unrewarding picks in financials further detracted. Yaskawa Electric, a global maker of industrial control and automation products, was hurt by lower earnings expectations driven by yen appreciation and a slowdown in order growth from China. Other detractors included Dainippon Screen Manufacturing, a maker of semiconductor capital equipment; Yamaha Motor, the world's second-largest motorcycle maker; and image equipment maker Konica Minolta. Not owning benchmark component Tokyo Electric Power, a defensive holding that outperformed, had a negative impact as well. Conversely, stock picking in materials and a modest cash position helped curb our losses. The fund's top contributor was also its largest holding at period end: automaker Toyota Motor. Further contributing were Canon, a maker of imaging equipment and digital cameras, Sekisui House, a leading house builder in Japan, and Shin-Etsu Chemical, the world's largest manufacturer of semiconductor wafers and PVC (polyvinyl chloride).

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

Annual Report

Japan

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Japan

95.5%

 

fid272

United States of America

4.5%

 

fid543

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

 

As of April 30, 2008

fid254

Japan

96.7%

 

fid272

United States of America

3.3%

 

fid547

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

95.5

96.7

Short-Term Investments and Net Other Assets

4.5

3.3

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Toyota Motor Corp. (Automobiles)

8.5

9.2

Canon, Inc. (Office Electronics)

7.9

5.5

Yamaha Motor Co. Ltd. (Automobiles)

4.1

1.3

Honda Motor Co. Ltd. (Automobiles)

4.1

3.4

Mitsubishi UFJ Financial Group, Inc. (Commercial Banks)

3.7

4.0

Sekisui House Ltd. (Household Durables)

2.1

0.9

Sumitomo Electric Industries Ltd. (Electrical Equipment)

2.1

1.8

Tokyo Electron Ltd. (Semiconductors & Semiconductor Equipment)

2.0

1.6

Sumitomo Trust & Banking Co. Ltd. (Commercial Banks)

1.9

2.3

Shin-Etsu Chemical Co. Ltd. (Chemicals)

1.9

1.4

 

38.3

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

27.4

23.1

Information Technology

20.5

19.4

Financials

19.2

23.0

Industrials

19.0

20.9

Materials

6.3

5.7

Telecommunication Services

1.5

1.4

Consumer Staples

1.1

1.4

Health Care

0.5

1.8

Annual Report

Japan

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 95.5%

Shares

Value

CONSUMER DISCRETIONARY - 27.4%

Auto Components - 4.0%

Denso Corp.

617,200

$ 12,028,977

NOK Corp.

508,600

4,842,133

Stanley Electric Co. Ltd.

1,312,700

16,503,018

Toyoda Gosei Co. Ltd.

554,500

7,784,574

 

41,158,702

Automobiles - 16.7%

Honda Motor Co. Ltd.

1,667,300

41,455,969

Toyota Motor Corp.

2,239,000

87,430,561

Yamaha Motor Co. Ltd.

3,785,000

41,844,650

 

170,731,180

Household Durables - 2.3%

Haseko Corp.

2,719,000

2,460,381

Sekisui House Ltd.

2,120,000

21,257,314

 

23,717,695

Leisure Equipment & Products - 0.7%

Nikon Corp. (c)

512,000

7,215,322

Media - 1.2%

Fuji Media Holdings, Inc.

10,541

12,619,925

Multiline Retail - 2.2%

Isetan Mitsukoshi Holdings Ltd.

362,440

3,413,809

J Front Retailing Co. Ltd.

552,000

2,461,409

Marui Group Co. Ltd.

1,115,100

6,816,054

Takashimaya Co. Ltd. (c)

1,345,000

10,365,427

 

23,056,699

Specialty Retail - 0.3%

Yamada Denki Co. Ltd.

50,330

2,739,329

TOTAL CONSUMER DISCRETIONARY

281,238,852

CONSUMER STAPLES - 1.1%

Food & Staples Retailing - 0.7%

Aeon Co. Ltd.

681,900

6,538,454

Food Products - 0.4%

Nissin Food Holdings Co. Ltd.

153,100

4,376,064

TOTAL CONSUMER STAPLES

10,914,518

FINANCIALS - 19.2%

Capital Markets - 2.5%

Daiwa Securities Group, Inc.

1,238,000

6,998,709

Matsui Securities Co. Ltd. (c)

751,800

4,874,564

Nomura Holdings, Inc.

1,481,200

14,032,673

 

25,905,946

Commercial Banks - 9.5%

Chiba Bank Ltd.

1,098,000

5,426,743

Mitsubishi UFJ Financial Group, Inc.

6,088,800

38,261,127

Mizuho Financial Group, Inc.

6,794

16,588,758

 

Shares

Value

Sumitomo Mitsui Financial Group, Inc.

4,459

$ 17,874,622

Sumitomo Trust & Banking Co. Ltd.

4,236,000

19,616,253

 

97,767,503

Consumer Finance - 0.8%

Credit Saison Co. Ltd.

331,300

3,515,741

Promise Co. Ltd.

266,050

4,775,133

 

8,290,874

Insurance - 3.0%

Sompo Japan Insurance, Inc.

2,187,000

15,328,244

T&D Holdings, Inc.

387,450

14,800,349

 

30,128,593

Real Estate Investment Trusts - 1.0%

Japan Real Estate Investment Corp.

723

6,401,912

Kenedix Realty Investment Corp.

323

468,121

Nomura Real Estate Office Fund, Inc.

610

3,467,808

 

10,337,841

Real Estate Management & Development - 2.4%

Mitsubishi Estate Co. Ltd.

685,000

12,235,773

Mitsui Fudosan Co. Ltd.

321,000

5,599,005

Tokyo Tatemono Co. Ltd. (c)

878,000

3,616,483

Tokyu Land Corp.

906,000

2,563,883

 

24,015,144

TOTAL FINANCIALS

196,445,901

HEALTH CARE - 0.5%

Pharmaceuticals - 0.5%

Daiichi Sankyo Co. Ltd.

250,800

5,142,373

INDUSTRIALS - 19.0%

Building Products - 2.6%

Asahi Glass Co. Ltd. (c)

2,754,000

17,304,636

Daikin Industries Ltd.

431,200

9,698,254

 

27,002,890

Commercial Services & Supplies - 0.2%

Dai Nippon Printing Co. Ltd.

127,000

1,500,447

Secom Co. Ltd.

8,100

308,938

 

1,809,385

Construction & Engineering - 0.6%

JGC Corp.

591,000

6,335,163

Electrical Equipment - 3.5%

Mitsubishi Electric Corp.

2,313,000

14,338,310

Sumitomo Electric Industries Ltd.

2,623,900

21,243,448

 

35,581,758

Machinery - 5.3%

Daifuku Co. Ltd.

701,000

3,771,089

Fanuc Ltd.

47,500

3,164,701

Kubota Corp.

3,378,000

16,954,514

NGK Insulators Ltd.

839,000

8,713,968

NSK Ltd.

1,882,000

7,680,829

Common Stocks - continued

Shares

Value

INDUSTRIALS - continued

Machinery - continued

THK Co. Ltd.

841,500

$ 11,523,139

Toshiba Machine Co. Ltd.

926,000

2,656,267

 

54,464,507

Road & Rail - 1.2%

East Japan Railway Co.

1,680

11,954,277

Trading Companies & Distributors - 4.0%

Mitsubishi Corp.

735,800

12,332,744

Mitsui & Co. Ltd.

1,618,000

15,676,827

Sumitomo Corp.

1,520,100

13,373,224

 

41,382,795

Transportation Infrastructure - 1.6%

The Sumitomo Warehouse Co. Ltd. (c)

4,148,000

16,802,238

TOTAL INDUSTRIALS

195,333,013

INFORMATION TECHNOLOGY - 20.5%

Electronic Equipment & Components - 8.0%

Dainippon Screen Manufacturing Co. Ltd. (c)

3,601,000

7,677,292

Fujifilm Holdings Corp.

158,700

3,653,147

Horiba Ltd.

300,400

4,447,913

Ibiden Co. Ltd.

706,000

13,206,113

Kyocera Corp.

87,300

5,127,601

Nidec Sankyo Corp. (c)

1,112,000

5,190,885

Nippon Electric Glass Co. Ltd.

1,490,000

8,961,877

Omron Corp.

286,400

4,088,773

Topcon Corp. (c)

889,600

5,006,850

Yamatake Corp.

267,500

5,103,260

Yaskawa Electric Corp.

2,709,000

11,887,568

Yokogawa Electric Corp.

1,561,200

7,229,118

 

81,580,397

Office Electronics - 9.4%

Canon, Inc. (c)

2,303,600

80,602,651

Konica Minolta Holdings, Inc.

2,405,500

15,796,852

 

96,399,503

Semiconductors & Semiconductor Equipment - 3.1%

Advantest Corp. (c)

218,900

3,145,037

Disco Corp. (c)

180,000

4,313,813

Rohm Co. Ltd.

73,800

3,555,924

Tokyo Electron Ltd.

628,300

20,948,880

 

31,963,654

TOTAL INFORMATION TECHNOLOGY

209,943,554

 

Shares

Value

MATERIALS - 6.3%

Chemicals - 4.4%

JSR Corp.

1,183,700

$ 13,351,296

Nissan Chemical Industries Co. Ltd.

534,000

4,317,519

Nitto Denko Corp.

334,400

7,405,614

Shin-Etsu Chemical Co. Ltd.

367,300

19,523,004

 

44,597,433

Metals & Mining - 1.9%

Hitachi Metals Ltd.

521,000

3,917,256

Sumitomo Metal Industries Ltd.

6,079,000

15,634,023

 

19,551,279

TOTAL MATERIALS

64,148,712

TELECOMMUNICATION SERVICES - 1.5%

Wireless Telecommunication Services - 1.5%

KDDI Corp.

1,377

8,249,927

NTT DoCoMo, Inc.

4,443

7,046,013

Softbank Corp.

50,400

496,286

 

15,792,226

TOTAL COMMON STOCKS

(Cost $1,487,864,715)

978,959,149

Money Market Funds - 10.4%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (a)

57,353,412

57,353,412

Fidelity Securities Lending Cash Central Fund, 2.67% (a)(b)

49,598,626

49,598,626

TOTAL MONEY MARKET FUNDS

(Cost $106,952,038)

106,952,038

TOTAL INVESTMENT
PORTFOLIO - 105.9%

(Cost $1,594,816,753)

1,085,911,187

NET OTHER ASSETS - (5.9)%

(60,576,793)

NET ASSETS - 100%

$ 1,025,334,394

Legend

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 1,669,219

Fidelity Securities Lending Cash Central Fund

724,095

Total

$ 2,393,314

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $151,185,501 all of which will expire on October 31, 2016.

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

Annual Report

Japan

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $46,957,045) -
See accompanying schedule:

Unaffiliated issuers
(cost $1,487,864,715)

$ 978,959,149

 

Fidelity Central Funds
(cost $106,952,038)

106,952,038

 

Total Investments
(cost $1,594,816,753)

 

$ 1,085,911,187

Receivable for investments sold

41,948,168

Receivable for fund shares sold

506,852

Dividends receivable

9,213,957

Distributions receivable from Fidelity Central Funds

161,138

Prepaid expenses

450

Other receivables

32,076

Total assets

1,137,773,828

 

 

 

Liabilities

Payable for investments purchased

$ 60,683,850

Payable for fund shares redeemed

1,338,833

Accrued management fee

401,000

Other affiliated payables

305,449

Other payables and accrued expenses

111,676

Collateral on securities loaned, at value

49,598,626

Total liabilities

112,439,434

 

 

 

Net Assets

$ 1,025,334,394

Net Assets consist of:

 

Paid in capital

$ 1,699,929,039

Undistributed net investment income

10,323,711

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

(176,568,511)

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

(508,349,845)

Net Assets, for 113,520,320 shares outstanding

$ 1,025,334,394

Net Asset Value, offering price and redemption price per share ($1,025,334,394 ÷ 113,520,320 shares)

$ 9.03

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 27,191,904

Interest

 

10

Income from Fidelity Central Funds (including $724,095 from security lending)

 

2,393,314

 

 

29,585,228

Less foreign taxes withheld

 

(1,903,470)

Total income

 

27,681,758

 

 

 

Expenses

Management fee
Basic fee

$ 10,762,241

Performance adjustment

1,482,287

Transfer agent fees

3,581,289

Accounting and security lending fees

699,931

Custodian fees and expenses

243,420

Independent trustees' compensation

6,632

Registration fees

41,451

Audit

67,131

Legal

8,115

Miscellaneous

104,620

Total expenses before reductions

16,997,117

Expense reductions

(271,734)

16,725,383

Net investment income (loss)

10,956,375

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(163,624,033)

Foreign currency transactions

(104,464)

Total net realized gain (loss)

 

(163,728,497)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(601,564,175)

Assets and liabilities in foreign currencies

598,313

Total change in net unrealized appreciation (depreciation)

 

(600,965,862)

Net gain (loss)

(764,694,359)

Net increase (decrease) in net assets resulting from operations

$ (753,737,984)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 10,956,375

$ 4,256,897

Net realized gain (loss)

(163,728,497)

259,224,909

Change in net unrealized appreciation (depreciation)

(600,965,862)

(123,161,437)

Net increase (decrease) in net assets resulting from operations

(753,737,984)

140,320,369

Distributions to shareholders from net investment income

(3,964,749)

(1,030,851)

Distributions to shareholders from net realized gain

(236,930,224)

(23,709,588)

Total distributions

(240,894,973)

(24,740,439)

Share transactions
Proceeds from sales of shares

356,021,629

480,536,650

Reinvestment of distributions

222,101,843

22,903,100

Cost of shares redeemed

(337,905,099)

(603,458,144)

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

240,218,373

(100,018,394)

Redemption fees

298,104

502,211

Total increase (decrease) in net assets

(754,116,480)

16,063,747

 

 

 

Net Assets

Beginning of period

1,779,450,874

1,763,387,127

End of period (including undistributed net investment income of $10,323,711 and undistributed net investment income of $3,817,643, respectively)

$ 1,025,334,394

$ 1,779,450,874

Other Information

Shares

Sold

26,690,591

27,723,445

Issued in reinvestment of distributions

14,488,052

1,371,443

Redeemed

(26,534,675)

(34,840,570)

Net increase (decrease)

14,643,968

(5,745,682)

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 18.00

$ 16.85

$ 15.00

$ 11.63

$ 11.19

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .10

.04

.01

.03

(.01)

Net realized and unrealized gain (loss)

  (6.64)

1.35

1.85

3.34

.45

Total from investment operations

  (6.54)

1.39

1.86

3.37

.44

Distributions from net investment income

  (.04)

(.01)

(.02)

-

(.01)

Distributions from net realized gain

  (2.39)

(.23)

(.01)

-

-

Total distributions

  (2.43)

(.24)

(.03)

-

(.01)

Redemption fees added to paid in capital B

  - F

- F

.02

- F

.01

Net asset value, end of period

$ 9.03

$ 18.00

$ 16.85

$ 15.00

$ 11.63

Total Return A

  (41.88)%

8.36%

12.54%

28.98%

4.03%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.12%

1.08%

1.08%

1.03%

1.04%

Expenses net of fee waivers, if any

  1.12%

1.08%

1.08%

1.03%

1.04%

Expenses net of all reductions

  1.10%

1.06%

1.05%

1.02%

1.04%

Net investment income (loss)

  .72%

.24%

.08%

.20%

(.04)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,025,334

$ 1,779,451

$ 1,763,387

$ 1,075,145

$ 647,453

Portfolio turnover rate D

  78%

158%

78%

74%

99%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. F Amount represents less than $.01 per share.

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

Annual Report

Japan Smaller Companies

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10 years

Fidelity Japan Smaller Companies Fund

-43.58%

-5.49%

7.06%

$10,000 Over 10 years

Let's say hypothetically that $10,000 was invested in Fidelity Japan Smaller Companies Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the Russell/Nomura Small Cap Index performed over the same period.


fid549

Annual Report

Japan Smaller Companies

Management's Discussion of Fund Performance

Comments from Kenichi Mizushita and Nicholas Price, Co-Portfolio Managers of Fidelity® Japan Smaller Companies Fund. Nicholas Price became Co-Manager on October 21, 2008.

Japanese stocks got walloped during the 12-month period ending October 31, 2008, a fate shared by most other stock markets globally. As measured by the Tokyo Stock Exchange Stock Price Index (TOPIX), Japanese share prices fell 36.04%, almost dead-even with the 36.10% setback sustained by the Standard & Poor's 500SM Index, a widely followed benchmark of U.S. stocks. By comparison, the MSCI® Europe, Australasia, Far East (EAFE®) Index - a gauge of developed stock markets outside the United States and Canada - recorded a loss of 46.54%. An intensifying U.S. credit crisis was partly to blame, as a number of well-known firms in the U.S. financials sector declared bankruptcy, required government assistance or arranged to be purchased by a stronger competitor. The deteriorating economies of Japan's trading partners hurt the revenues and earnings of Japanese exporters. An appreciating yen aided the returns earned by U.S. investors but undermined exporters' ability to compete successfully with non-Japanese rivals. Meanwhile, economic growth in Japan continued to be disappointing, with gross domestic product (GDP) there contracting during the second quarter of 2008.

For the 12 months ending October 31, 2008, the fund declined 43.58%, trailing the Russell/Nomura Small CapTM Index, which fell 32.60%. The fund underperformed primarily due to its exposure to cyclical stocks in the capital goods industry. Major detractors here included construction machinery manufacturers susceptible to capital spending cycles in Asia, as well as automotive and machine parts manufacturers. Elsewhere, the fund's holdings in the banking industry hurt its relative return, as renewed concerns about earnings downgrades weighed on their stock prices. Our exposure to exporters in the technology hardware and equipment industry also detracted. A sudden and sharp appreciation in the yen and slowing demand for PCs, handsets and flat panels hurt results in this segment. Nippon Seiki, a manufacturer of instrument panels for motorcycles and automobiles, was felled by worries about the yen's appreciation and a global economic slowdown. United Technology, the holding company of a semiconductor manufacturing outsourcing service provider and marketer of used semiconductor manufacturing equipment, saw its stock price decline due to concerns about its stake in temporary staffing agency Radia Holdings, which put a strain on its balance sheet. On the upside, medical equipment maker Hogy Medical fared relatively well, reflecting a positive earnings outlook that boosted its stock performance. Sushi restaurant chain Kappa Create's solid earnings growth helped its stock price climb.

Note to shareholders: Fidelity is making several important changes to the fund effective on or about December 31, 2008. First, in response to changing market dynamics, the fund's investment focus will be broadened to include more exposure to mid-cap companies, and its primary benchmark will change to the Russell/Nomura Mid-Small Cap Index from the Russell/Nomura Small Cap Index to better reflect the fund's expanded investment universe. Also, Co-Manager Nick Price will take over sole management responsibilities in advance of Kenichi Mizushita's planned retirement from Fidelity in 2009. Lastly, the fund will reopen to new accounts.

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

Annual Report

Japan Smaller Companies

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Japan

95.9%

 

fid264

United States of America

4.0%

 

fid272

Cayman Islands

0.1%

 

fid554

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

 

As of April 30, 2008

fid254

Japan

96.9%

 

fid260

United States of America

2.3%

 

fid268

Cayman Islands

0.5%

 

fid272

Bermuda

0.3%

 

fid560

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.0

97.7

Short-Term Investments and Net Other Assets

4.0

2.3

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Rakuten, Inc. (Internet & Catalog Retail)

4.0

3.2

Kappa Create Co. Ltd. (Hotels, Restaurants & Leisure)

3.9

1.7

Toyo Suisan Kaisha Ltd. (Food Products)

3.6

1.0

Hogy Medical Co. (Health Care Equipment & Supplies)

3.2

2.6

Mitsubishi Tanabe Pharma Corp. (Pharmaceuticals)

2.5

1.8

Nichi-iko Pharmaceutical Co. Ltd. (Pharmaceuticals)

2.3

1.8

C. Uyemura & Co. Ltd. (Chemicals)

2.3

2.0

Culture Convenience Club Co. Ltd. (Specialty Retail)

2.2

0.7

FamilyMart Co. Ltd. (Food & Staples Retailing)

2.2

1.1

Namco Bandai Holdings, Inc. (Leisure Equipment & Products)

2.1

2.0

 

28.3

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

23.6

23.3

Health Care

17.1

11.7

Information Technology

15.1

17.7

Consumer Staples

13.3

7.4

Financials

9.7

11.5

Industrials

8.2

16.6

Utilities

4.1

0.9

Materials

4.0

6.9

Telecommunication Services

0.9

0.0

Energy

0.0

1.7

Annual Report

Japan Smaller Companies

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 96.0%

Shares

Value

CONSUMER DISCRETIONARY - 23.6%

Auto Components - 2.6%

F-Tech, Inc.

176,600

$ 1,422,022

H-One Co. Ltd.

316,500

1,493,281

Nippon Seiki Co. Ltd.

824,000

5,455,874

Nissin Kogyo Co. Ltd.

123,300

1,129,464

T Rad Co. Ltd.

283,000

518,976

Yutaka Giken Co. Ltd.

10,400

108,741

 

10,128,358

Automobiles - 0.9%

Mazda Motor Corp.

984,000

2,182,221

Yachiyo Industry Co. Ltd.

190,600

1,398,376

 

3,580,597

Diversified Consumer Services - 0.6%

Best Bridal, Inc.

1,558

2,451,390

Hotels, Restaurants & Leisure - 3.9%

Kappa Create Co. Ltd. (d)

633,550

15,188,643

Household Durables - 0.8%

Token Corp.

137,370

3,326,759

Internet & Catalog Retail - 4.1%

Rakuten, Inc. (d)

31,482

15,606,040

Start Today Co. Ltd. (d)

255

498,684

 

16,104,724

Leisure Equipment & Products - 3.5%

Combi Corp.

81,000

398,556

Namco Bandai Holdings, Inc.

797,700

8,202,651

Nikon Corp. (d)

379,000

5,341,029

 

13,942,236

Media - 1.2%

CyberAgent, Inc. (d)

4,315

3,852,105

Tohokushinsha Film Corp.

152,300

798,300

 

4,650,405

Multiline Retail - 0.7%

Don Quijote Co. Ltd. (d)

158,700

2,877,656

Specialty Retail - 4.4%

Chiyoda Co. Ltd. (d)

146,800

1,949,527

Culture Convenience Club Co. Ltd. (d)

1,325,400

8,779,589

Fast Retailing Co. Ltd.

55,100

5,873,807

United Arrows Ltd. (d)

22,100

158,979

Village Vanguard Co. Ltd.

264

674,027

 

17,435,929

Textiles, Apparel & Luxury Goods - 0.9%

Seiren Co. Ltd.

620,000

3,455,445

TOTAL CONSUMER DISCRETIONARY

93,142,142

CONSUMER STAPLES - 13.3%

Beverages - 1.7%

Asahi Breweries Ltd.

165,100

2,725,038

Coca-Cola West Japan Co. Ltd.

74,000

1,484,065

 

Shares

Value

Ito En Ltd. (d)

21,400

$ 340,828

Kirin Holdings Co. Ltd.

192,000

2,123,451

 

6,673,382

Food & Staples Retailing - 2.7%

Ain Pharmaciez, Inc.

118,200

2,264,760

FamilyMart Co. Ltd.

218,800

8,668,223

 

10,932,983

Food Products - 8.9%

Ajinomoto Co., Inc.

447,000

3,859,377

Dydo Drinco, Inc.

31,200

748,845

Frente Co. Ltd.

176,600

2,863,202

Hokuto Corp.

234,600

6,213,026

House Foods Corp.

367,100

5,966,770

Nissin Food Holdings Co. Ltd.

42,800

1,223,354

Toyo Suisan Kaisha Ltd.

548,000

14,128,694

 

35,003,268

TOTAL CONSUMER STAPLES

52,609,633

FINANCIALS - 9.7%

Commercial Banks - 5.0%

Bank of Yokohama Ltd.

918,000

4,452,516

Chiba Bank Ltd.

881,000

4,354,244

Resona Holdings, Inc. (d)

2,738

2,871,001

Seven Bank Ltd.

1,700

4,896,158

Sumitomo Trust & Banking Co. Ltd.

630,000

2,917,431

 

19,491,350

Consumer Finance - 0.7%

ACOM Co. Ltd.

1,150

43,927

Aeon Credit Service Co. Ltd.

257,300

2,740,769

 

2,784,696

Diversified Financial Services - 1.0%

Mitsubishi UFJ Lease & Finance Co. Ltd.

161,170

3,859,590

Insurance - 1.1%

Sony Financial Holdings, Inc.

1,374

4,468,405

Real Estate Investment Trusts - 0.3%

Japan Real Estate Investment Corp.

42

371,895

Nippon Building Fund, Inc.

83

797,506

 

1,169,401

Real Estate Management & Development - 1.6%

Mitsui Fudosan Co. Ltd.

365,000

6,366,470

TOTAL FINANCIALS

38,139,912

HEALTH CARE - 17.1%

Health Care Equipment & Supplies - 6.0%

Hogy Medical Co.

227,300

12,553,926

Nakanishi, Inc.

23,200

1,662,520

Nihon Kohden Corp.

95,500

1,613,200

Sysmex Corp.

253,000

7,859,154

 

23,688,800

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Health Care Providers & Services - 0.2%

Tsukui Corp.

64,300

$ 596,472

Life Sciences Tools & Services - 0.9%

Shin Nippon Biomedical Laboratories Ltd. (d)

264,900

3,399,581

Pharmaceuticals - 10.0%

Fuji Pharma Co. Ltd.

262,400

3,394,576

JCR Pharmaceuticals Co. Ltd.

471,000

1,642,629

Kissei Pharmaceutical Co. Ltd.

198,000

4,515,084

Mitsubishi Tanabe Pharma Corp.

937,000

9,861,106

Nichi-iko Pharmaceutical Co. Ltd. (d)

432,600

9,142,354

Sawai Pharmaceutical Co. Ltd. (d)

96,300

3,705,255

Towa Pharmaceutical Co. Ltd.

67,500

2,007,358

Tsumura & Co.

208,100

5,325,466

 

39,593,828

TOTAL HEALTH CARE

67,278,681

INDUSTRIALS - 8.2%

Building Products - 0.9%

Comany, Inc.

194,300

1,487,719

Daikin Industries Ltd.

82,600

1,857,782

 

3,345,501

Commercial Services & Supplies - 1.0%

Certo Corp.

1,300

15,497

Nissha Printing Co. Ltd. (d)

29,000

1,612,602

Sanix, Inc. (a)(d)

1,832,000

2,485,466

 

4,113,565

Construction & Engineering - 1.3%

SHO-BOND Holdings Co. Ltd.

109,900

1,963,297

Toshiba Plant Systems & Services Corp. (d)

397,000

3,269,842

 

5,233,139

Electrical Equipment - 0.2%

Daihen Corp.

271,000

631,770

Machinery - 1.1%

China Boqi Environmental Solutions Technology (Holding) Co. Ltd.

2,196

546,357

Hisaka Works Ltd. (d)

73,000

841,769

Nittoku Engineering Co. Ltd.

15,600

73,121

Taiho Kogyo Co. Ltd.

446,900

2,964,243

 

4,425,490

Road & Rail - 0.8%

Hamakyorex Co. Ltd.

172,600

3,183,574

Trading Companies & Distributors - 2.9%

Itochu Corp.

959,000

5,067,819

 

Shares

Value

JFE Shoji Holdings, Inc.

456,000

$ 1,439,262

Marubeni Corp.

1,273,000

4,945,413

 

11,452,494

TOTAL INDUSTRIALS

32,385,533

INFORMATION TECHNOLOGY - 15.1%

Computers & Peripherals - 1.7%

Megachips Corp. (d)

388,100

4,469,448

Melco Holdings, Inc. (d)

180,000

2,241,154

Mimaki Engineering Co., Ltd. (d)

570

225,973

 

6,936,575

Electronic Equipment & Components - 5.1%

Furuno Electric Co. Ltd.

228,400

1,354,783

Hamamatsu Photonics KK

309,700

6,873,452

Meiko Electronics Co. Ltd. (d)

353,100

3,996,363

Nidec Corp.

41,800

2,248,033

Nippon Electric Glass Co. Ltd.

425,000

2,556,240

Shibaura Electronics Co. Ltd. (d)

57,000

391,210

Sunx Ltd. (d)

860,600

2,721,657

 

20,141,738

Internet Software & Services - 1.5%

Kakaku.com, Inc. (d)

489

1,438,378

Yahoo! Japan Corp.

12,042

3,984,363

Zappallas, Inc. (d)

215

513,353

 

5,936,094

IT Services - 1.5%

Otsuka Corp.

112,000

5,633,130

VarioSecure Networks, Inc.

289

187,027

 

5,820,157

Office Electronics - 0.2%

Konica Minolta Holdings, Inc.

116,000

761,769

Semiconductors & Semiconductor Equipment - 0.8%

Ferrotec Corp.

182,200

2,015,886

Ishii Hyoki Co. Ltd.

12,500

196,325

United Technology Holdings Co. Ltd.

6,545

979,478

 

3,191,689

Software - 4.3%

Capcom Co. Ltd. (d)

231,100

5,151,818

Hudson Soft Co. Ltd. (a)

52,700

615,117

Konami Corp.

221,000

3,997,877

OBIC Business Consultants Ltd. (d)

22,200

924,212

Works Applications Co. Ltd.

10,151

6,237,198

 

16,926,222

TOTAL INFORMATION TECHNOLOGY

59,714,244

MATERIALS - 4.0%

Chemicals - 4.0%

C. Uyemura & Co. Ltd.

320,700

9,110,530

Daicel Chemical Industries Ltd.

310,000

1,117,679

Mitsui Chemicals, Inc.

620,000

2,164,612

Common Stocks - continued

Shares

Value

MATERIALS - continued

Chemicals - continued

Taiyo Kagaku Co. Ltd.

39,900

$ 207,303

Tohcello Co. Ltd.

730,500

3,047,038

 

15,647,162

TELECOMMUNICATION SERVICES - 0.9%

Wireless Telecommunication Services - 0.9%

Softbank Corp.

349,000

3,436,581

UTILITIES - 4.1%

Electric Utilities - 0.6%

Tohoku Electric Power Co., Inc.

105,500

2,369,586

Gas Utilities - 3.5%

Osaka Gas Co. Ltd.

1,886,000

6,670,901

Tokyo Gas Co. Ltd.

1,627,000

6,995,669

 

13,666,570

TOTAL UTILITIES

16,036,156

TOTAL COMMON STOCKS

(Cost $463,158,766)

378,390,044

Money Market Funds - 18.5%

Shares

Value

Fidelity Cash Central Fund, 1.81% (b)

13,202,750

$ 13,202,750

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

59,502,053

59,502,053

TOTAL MONEY MARKET FUNDS

(Cost $72,704,803)

72,704,803

TOTAL INVESTMENT
PORTFOLIO - 114.5%

(Cost $535,863,569)

451,094,847

NET OTHER ASSETS - (14.5)%

(57,160,998)

NET ASSETS - 100%

$ 393,933,849

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 505,495

Fidelity Securities Lending Cash Central Fund

1,163,698

Total

$ 1,669,193

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $58,533,238 all of which will expire on October 31, 2016.

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

Annual Report

Japan Smaller Companies

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $56,544,761) -
See accompanying schedule:

Unaffiliated issuers
(cost $463,158,766)

$ 378,390,044

 

Fidelity Central Funds
(cost $72,704,803)

72,704,803

 

Total Investments
(cost $535,863,569)

 

$ 451,094,847

Foreign currency held at value
(cost $3,663)

3,663

Receivable for fund shares sold

190,545

Dividends receivable

2,772,485

Distributions receivable from Fidelity Central Funds

150,124

Prepaid expenses

206

Other receivables

5,524

Total assets

454,217,394

 

 

 

Liabilities

Payable for fund shares redeemed

$ 343,378

Accrued management fee

235,095

Other affiliated payables

113,475

Other payables and accrued expenses

89,544

Collateral on securities loaned, at value

59,502,053

Total liabilities

60,283,545

 

 

 

Net Assets

$ 393,933,849

Net Assets consist of:

 

Paid in capital

$ 538,858,532

Undistributed net investment income

2,239,289

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

(62,590,036)

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

(84,573,936)

Net Assets, for 56,394,407 shares outstanding

$ 393,933,849

Net Asset Value, offering price and redemption price per share ($393,933,849 ÷ 56,394,407 shares)

$ 6.99

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 7,609,386

Interest

 

140

Income from Fidelity Central Funds (including $1,163,698 from security lending)

 

1,669,193

 

 

9,278,719

Less foreign taxes withheld

 

(531,459)

Total income

 

8,747,260

 

 

 

Expenses

Management fee

$ 4,232,517

Transfer agent fees

1,343,887

Accounting and security lending fees

310,770

Custodian fees and expenses

181,048

Independent trustees' compensation

2,700

Registration fees

17,608

Audit

53,607

Legal

3,470

Miscellaneous

91,710

Total expenses before reductions

6,237,317

Expense reductions

(87,061)

6,150,256

Net investment income (loss)

2,597,004

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(61,878,482)

Foreign currency transactions

(161,238)

Total net realized gain (loss)

 

(62,039,720)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(271,965,929)

Assets and liabilities in foreign currencies

209,328

Total change in net unrealized appreciation (depreciation)

 

(271,756,601)

Net gain (loss)

(333,796,321)

Net increase (decrease) in net assets resulting from operations

$ (331,199,317)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,597,004

$ 2,152,720

Net realized gain (loss)

(62,039,720)

26,682,805

Change in net unrealized appreciation (depreciation)

(271,756,601)

(71,642,963)

Net increase (decrease) in net assets resulting from operations

(331,199,317)

(42,807,438)

Distributions to shareholders from net investment income

(1,282,366)

(857,665)

Distributions to shareholders from net realized gain

(13,464,846)

(30,875,932)

Total distributions

(14,747,212)

(31,733,597)

Share transactions
Proceeds from sales of shares

64,044,453

82,370,930

Reinvestment of distributions

10,772,639

27,705,629

Cost of shares redeemed

(146,648,963)

(441,231,069)

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

(71,831,871)

(331,154,510)

Redemption fees

59,325

109,393

Total increase (decrease) in net assets

(417,719,075)

(405,586,152)

 

 

 

Net Assets

Beginning of period

811,652,924

1,217,239,076

End of period (including undistributed net investment income of $2,239,289 and undistributed net investment income of $1,918,752, respectively)

$ 393,933,849

$ 811,652,924

Other Information

Shares

Sold

6,465,046

6,576,733

Issued in reinvestment of distributions

912,936

2,141,084

Redeemed

(15,250,412)

(35,107,344)

Net increase (decrease)

(7,872,430)

(26,389,527)

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 12.63

$ 13.43

$ 14.25

$ 11.58

$ 10.35

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .04

.03

.01

.03

.01

Net realized and unrealized gain (loss)

  (5.45)

(.46)

-F

2.69

1.20

Total from investment operations

  (5.41)

(.43)

.01

2.72

1.21

Distributions from net investment income

  (.02)

(.01)

(.02)

(.01)

(.02)

Distributions from net realized gain

  (.21)

(.36)

(.83)

(.05)

-

Total distributions

  (.23)

(.37)

(.85)

(.06)

(.02)

Redemption fees added to paid in capital B

  - F

-F

.02

.01

.04

Net asset value, end of period

$ 6.99

$ 12.63

$ 13.43

$ 14.25

$ 11.58

Total Return A

  (43.58)%

(3.27)%

(.36)%

23.69%

12.12%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.05%

1.02%

1.02%

1.02%

1.04%

Expenses net of fee waivers, if any

  1.05%

1.02%

1.02%

1.02%

1.04%

Expenses net of all reductions

  1.03%

1.00%

1.01%

1.01%

1.04%

Net investment income (loss)

  .44%

.23%

.09%

.22%

.11%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 393,934

$ 811,653

$ 1,217,239

$ 1,406,673

$ 1,279,091

Portfolio turnover rate D

  86%

76%

98%

65%

57%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund. F Amount represents less than $.01 per share.

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

Annual Report

Latin America

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Fidelity Latin America Fund

-56.20%

19.42%

12.60%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Latin America Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI EM - Latin America Index performed over the same period.


fid562

Annual Report

Latin America

Management's Discussion of Fund Performance

Comments from Brent Bottamini, Portfolio Manager of Fidelity® Latin America Fund

Stocks across the emerging-markets universe suffered steep losses for the 12 months ending October 31, 2008. In that time, the MSCI® Emerging Markets Index fell 56.22%. All three of the benchmark's primary regions - Europe/Middle East/Africa (EMEA), Latin America, and Asia ex Australia and New Zealand - declined by more than 50%. In EMEA, major benchmark component Russia saw its market tumble by more than 62%, while Brazil - representing the benchmark's largest weighting during the period, on average, at almost 15% - finished with a setback of more than 53%. In both cases, falling commodity prices triggered by slowing global economies had a negative impact on share prices. Meanwhile, South Korea, the second-largest benchmark component, experienced a nearly 60% drop. Chinese stocks also were hard-hit, down roughly 67%. Asian emerging markets suffered in part due to concerns about slowing exports in the wake of decelerating economic growth in the United States and Europe, as the U.S. credit crisis continued to worsen and expand its reach abroad.

For the year, the fund returned -56.20%, underperforming the -51.77% return of the MSCI Emerging Markets - Latin America Index. Unfavorable security selection in consumer discretionary, telecommunication services, materials and utilities hurt, as did underweightings in consumer staples, utilities and telecom services. Overweighting media stocks helped, as did our positioning within diversified financials and carrying a modest cash position. Geographically, unsuccessful security selection in Mexico and Brazil hurt. Underweighting a U.S. stock included in the index (Southern Copper) and an out-of-benchmark stake in Panama helped. Detractors included not owning two index components, Brazilian electric utility Eletrobras and Mexican telecom firm Telmex. An out-of-benchmark position in Bermuda-listed Dufry South America, which operates duty free shops in Brazilian airports, also hurt. Overweighting Brazilian materials firm Companhia do Rio Doce detracted further. A contribution came from underweighting Brazilian energy firm OGX Petroleo e Gas.

Note to shareholders: Fidelity Latin America Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Latin American market. As of October 31, 2008, the fund did not have more than 25% of its total assets invested in any one industry.

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

Annual Report

Latin America

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Brazil

66.5%

 

fid256

Mexico

21.6%

 

fid260

United States of America

4.2%

 

fid262

Bermuda

2.8%

 

fid264

Chile

2.6%

 

fid266

Panama

1.1%

 

fid268

Peru

0.8%

 

fid270

Luxembourg

0.3%

 

fid272

Argentina

0.1%

 

fid573

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

 

As of April 30, 2008

fid254

Brazil

68.2%

 

fid256

Mexico

19.5%

 

fid260

United States of America

4.7%

 

fid262

Luxembourg

2.5%

 

fid264

Chile

2.0%

 

fid266

Bermuda

1.7%

 

fid268

Panama

0.7%

 

fid270

Colombia

0.4%

 

fid272

Argentina

0.3%

 

fid584

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.0

96.2

Short-Term Investments and Net Other Assets

4.0

3.8

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

10.4

10.3

Companhia Vale do Rio Doce (PN-A) (Brazil, Metals & Mining)

7.9

8.6

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

7.4

7.1

Petroleo Brasileiro SA - Petrobras (Brazil, Oil, Gas & Consumable Fuels)

6.2

8.3

Banco Bradesco SA (PN) (Brazil, Commercial Banks)

4.1

4.1

Grupo Televisa SA de CV (CPO) (Mexico, Media)

3.7

2.7

Companhia Vale do Rio Doce sponsored ADR (Brazil, Metals & Mining)

3.7

5.5

Uniao de Bancos Brasileiros SA (Unibanco) (Brazil, Commercial Banks)

2.4

2.5

Wal-Mart de Mexico SA de CV Series V (Mexico, Food & Staples Retailing)

2.1

1.0

Companhia de Bebidas das Americans (AmBev) (PN) sponsored ADR (Brazil, Beverages)

2.0

1.6

 

49.9

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Materials

20.8

29.1

Energy

16.9

20.5

Financials

16.8

14.9

Telecommunication Services

13.6

11.1

Consumer Discretionary

10.3

8.4

Consumer Staples

6.3

4.9

Utilities

5.9

2.5

Industrials

3.3

3.8

Information Technology

1.7

0.7

Health Care

0.4

0.3

Annual Report

Latin America

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 92.2%

Shares

Value

Argentina - 0.1%

Grupo Clarin SA GDR (f)

800,100

$ 3,080,385

Bermuda - 2.8%

Credicorp Ltd. (NY Shares)

935,877

36,751,890

Dufry South America Ltd. unit

2,884,348

17,725,639

GP Investments, Ltd. unit

2,208,539

7,653,656

TOTAL BERMUDA

62,131,185

Brazil - 62.7%

Acucar Guarani SA (a)

1,897,700

2,051,852

AES Tiete SA (PN) (non-vtg.)

3,436,100

21,465,702

America Latina Logistica SA unit

2,518,800

11,615,204

B2W Companhia Global Do Varejo

771,700

9,912,790

Banco Bradesco SA:

(PN)

2,120,712

24,350,658

(PN) sponsored ADR (e)

5,652,600

66,135,420

Banco do Brasil SA

3,961,000

26,172,396

Banco do Estado do Rio Grande do Sul SA (f)

2,794,569

6,469,268

Banco Indusval SA

402,638

893,015

Banco Itau Holding Financeira SA sponsored ADR (non-vtg.)

3,783,150

41,841,639

BM&F BOVESPA SA

6,087,700

16,174,233

Brasil Telecom SA (PN)

1,119,400

6,672,332

Companhia Brasileira de Desenvolvimento Imobiliario Turistico (a)

37,500

7,017,605

Companhia de Bebidas das Americas (AmBev):

(PN) sponsored ADR (e)

1,065,326

45,276,355

sponsored ADR

66,745

2,408,827

Companhia de Saneamento de Minas Gerais

940,200

5,951,733

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

2,345,000

35,667,450

Companhia Siderurgica Nacional SA (CSN) sponsored ADR (e)

1,122,400

15,264,640

Companhia Vale do Rio Doce:

(PN-A) sponsored ADR

13,741,700

160,915,307

sponsored ADR (e)

6,259,500

82,124,640

Cyrela Brazil Realty SA

1,761,000

8,397,339

Eletropaulo Metropolitana SA (PN-B)

1,423,660

17,498,085

Equatorial Energia SA

1,380,600

7,782,700

Gerdau SA sponsored ADR

4,366,300

27,987,983

GVT Holding SA (a)

3,590,000

39,065,012

LLX Logistica SA

1,411,000

495,499

Localiza Rent a Car SA

2,082,199

8,081,726

MPX Mineracao e Energia SA

35,000

1,892,154

MRV Engenharia e Participacoes SA

1,734,500

8,984,264

Multiplan Empreendimentos Imobiliarios SA (a)

1,382,200

6,955,068

Net Servicos de Comunicacao SA:

sponsored ADR

167,000

1,092,180

(PN) (a)

5,639,000

35,878,861

 

Shares

Value

OGX Petroleo e Gas Participacoes SA

50,500

$ 6,335,484

PDG Realty S.A. Empreendimentos e Participacoes

2,094,800

10,695,657

Petroleo Brasileiro SA - Petrobras:

(ON)

388,200

5,144,430

(PN) (non-vtg.)

5,810,060

62,659,089

(PN) sponsored ADR (non-vtg.)

7,672,300

169,327,661

sponsored ADR (e)

4,941,720

132,882,851

Porto Seguro SA

940,300

4,670,652

Profarma Distribuidora de Produtos Farmaceuticos SA

1,151,000

5,052,444

Redecard SA

1,055,400

11,464,954

Tegma Gestao Logistica

1,967,200

4,544,866

Tele Norte Leste Participacoes SA

663,100

9,957,837

Tele Norte Leste Participacoes SA sponsored ADR (non-vtg.)

2,974,100

40,388,278

Terna Participacoes SA unit

1,216,800

9,389,409

TIM Participacoes SA

1,633,200

2,331,849

TIM Participacoes SA sponsored ADR (non-vtg.) (e)

751,400

10,865,244

Totvs SA

1,532,400

26,552,537

Tractebel Energia SA

1,952,100

15,333,934

Uniao de Bancos Brasileiros SA (Unibanco):

unit

422,800

2,617,836

GDR

805,600

50,817,248

Usinas Siderurgicas de Minas Gerais SA - Usiminas

502,375

5,756,815

Vivo Participacoes SA:

(PN)

135,525

1,476,610

sponsored ADR

2,092,400

22,890,856

Votorantim Celulose e Papel SA:

(PN) (non-vtg.)

96,565

950,390

sponsored ADR (non-vtg.) (e)

3,066,850

30,944,517

TOTAL BRAZIL

1,395,543,385

Chile - 2.6%

Banco Santander Chile sponsored ADR

305,475

10,936,005

CAP SA

2,095,298

25,240,493

Empresa Nacional de Electricidad SA sponsored ADR

359,700

13,380,840

Vina Concha y Toro SA sponsored ADR (e)

313,250

8,598,713

TOTAL CHILE

58,156,051

Luxembourg - 0.3%

Ternium SA sponsored ADR (e)

668,700

5,891,247

Mexico - 21.6%

Alsea SAB de CV

17,488,682

9,463,984

America Movil SAB de CV Series L sponsored ADR (e)

5,303,500

164,090,290

Cemex SA de CV sponsored ADR (e)

2,605,067

19,694,307

Controladora Commercial Mexicana
SA unit

3,705,485

1,021,310

Corporacion Geo SA de CV
Series B (a)

11,698,700

16,212,872

Common Stocks - continued

Shares

Value

Mexico - continued

Desarrolladora Homex Sab de CV (a)

1,009,500

$ 3,871,056

Desarrolladora Homex Sab de CV sponsored ADR (a)

419,300

9,761,304

Empresas ICA Sociedad Controladora SA de CV (a)

5,255,100

7,548,086

Fomento Economico Mexicano SA de CV sponsored ADR

1,292,695

32,692,257

Genomma Lab Internacional SA de CV

3,332,600

3,363,649

Grupo Aeroportuario del Pacifico SA de CV sponsored ADR

1,094,000

19,987,380

Grupo Aeroportuario Norte Sab de CV ADR

1,056,200

8,946,014

Grupo Financiero Banorte SA de CV Series O

7,550,200

13,828,356

Grupo Mexico SA de CV Series B

29,332,671

22,887,682

Grupo Televisa SA de CV

1,507,400

5,278,241

Grupo Televisa SA de CV (CPO) sponsored ADR

4,426,600

78,173,756

Urbi, Desarrollos Urbanos, SA de CV (a)

10,593,900

15,874,400

Wal-Mart de Mexico SA de CV Series V

17,600,816

47,281,695

TOTAL MEXICO

479,976,639

Panama - 1.1%

Copa Holdings SA Class A

389,600

9,884,152

Intergroup Financial Services Corp.

1,060,239

11,662,629

Intergroup Financial Services Corp. (f)

249,320

2,742,520

TOTAL PANAMA

24,289,301

Peru - 0.8%

Compania de Minas Buenaventura SA sponsored ADR

1,433,152

18,115,041

United States of America - 0.2%

NII Holdings, Inc. (a)

185,805

4,786,337

TOTAL COMMON STOCKS

(Cost $2,497,392,125)

2,051,969,571

Nonconvertible Preferred Stocks - 3.8%

 

 

 

 

Brazil - 3.8%

Banco Itau Holding Financeira SA (non-vtg.)

3,372,050

36,459,648

Companhia Vale do Rio Doce (PN-A)

1,404,500

16,308,606

Empresa Nacional de Comercio Redito e Participacoes SA (PN) (a)

11,465

142,981

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)

2,445,950

31,306,171

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $31,874,837)

84,217,406

Convertible Bonds - 0.0%

 

Principal Amount (d)

Value

Brazil - 0.0%

Companhia de Saneamento de Minas Gerais 8.55% 6/1/13 (g)(h)
(Cost $957,155)

BRL

15,278

$ 386,856

Money Market Funds - 7.6%

Shares

 

Fidelity Cash Central Fund, 1.81% (b)

61,853,921

61,853,921

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

106,801,775

106,801,775

TOTAL MONEY MARKET FUNDS

(Cost $168,655,696)

168,655,696

TOTAL INVESTMENT
PORTFOLIO - 103.6%

(Cost $2,698,879,813)

2,305,229,529

NET OTHER ASSETS - (3.6)%

(79,623,145)

NET ASSETS - 100%

$ 2,225,606,384

Currency Abbreviation

BRL

-

Brazilian real

Legend

(a) Non-income producing

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

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

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

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

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $ 12,292,173 or 0.6% of net assets.

(g) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $386,856 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Companhia de Saneamento de Minas Gerais 8.55% 6/1/13

8/20/07

$ 957,155

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 4,202,795

Fidelity Securities Lending Cash Central Fund

1,031,560

Total

$ 5,234,355

Other Affiliated Issuers

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

Affiliate

Value, beginning of period

Purchases

Sales
Proceeds

Dividend
Income

Value, end of period

Totvs SA

$ 47,368,360

$ 19,718,854

$ 8,685,207

$ 828,438

$ -

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $156,435,569 all of which will expire on October 31, 2016.

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

Annual Report

Latin America

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $102,574,430) -
See accompanying schedule:

Unaffiliated issuers
(cost $2,530,224,117)

$ 2,136,573,833

 

Fidelity Central Funds
(cost $168,655,696)

168,655,696

 

Total Investments
(cost $2,698,879,813)

 

$ 2,305,229,529

Receivable for investments sold

36,380,476

Receivable for fund shares sold

7,355,717

Dividends receivable

9,982,223

Interest receivable

231

Distributions receivable from Fidelity Central Funds

191,127

Prepaid expenses

2,572

Other receivables

229,888

Total assets

2,359,371,763

 

 

 

Liabilities

Payable for investments purchased

$ 21,286,473

Payable for fund shares redeemed

2,503,466

Accrued management fee

1,410,958

Other affiliated payables

884,967

Other payables and accrued expenses

877,740

Collateral on securities loaned, at value

106,801,775

Total liabilities

133,765,379

 

 

 

Net Assets

$ 2,225,606,384

Net Assets consist of:

 

Paid in capital

$ 2,752,594,125

Undistributed net investment income

53,341,043

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

(186,093,903)

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

(394,234,881)

Net Assets, for 77,578,076 shares outstanding

$ 2,225,606,384

Net Asset Value, offering price and redemption price per share ($2,225,606,384 ÷ 77,578,076 shares)

$ 28.69

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends (including $828,438 earned from other affiliated issuers)

 

$ 135,551,565

Interest

 

158,363

Income from Fidelity Central Funds (including $1,031,560 from security lending)

 

5,234,355

 

 

140,944,283

Less foreign taxes withheld

 

(8,383,087)

Total income

 

132,561,196

 

 

 

Expenses

Management fee

$ 39,021,632

Transfer agent fees

11,159,953

Accounting and security lending fees

1,583,667

Custodian fees and expenses

3,226,506

Independent trustees' compensation

24,167

Registration fees

231,339

Audit

91,394

Legal

27,524

Interest

46,841

Miscellaneous

543,458

Total expenses before reductions

55,956,481

Expense reductions

(769,314)

55,187,167

Net investment income (loss)

77,374,029

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(145,325,198)

Other affiliated issuers

(2,283,954)

 

Foreign currency transactions

(3,282,305)

Total net realized gain (loss)

 

(150,891,457)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(3,431,734,200)

Assets and liabilities in foreign currencies

(650,944)

Total change in net unrealized appreciation (depreciation)

 

(3,432,385,144)

Net gain (loss)

(3,583,276,601)

Net increase (decrease) in net assets resulting from operations

$ (3,505,902,572)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 77,374,029

$ 57,980,662

Net realized gain (loss)

(150,891,457)

186,649,406

Change in net unrealized appreciation (depreciation)

(3,432,385,144)

2,089,353,663

Net increase (decrease) in net assets resulting from operations

(3,505,902,572)

2,333,983,731

Distributions to shareholders from net investment income

(58,822,488)

(48,023,908)

Distributions to shareholders from net realized gain

(155,654,931)

(60,491,350)

Total distributions

(214,477,419)

(108,515,258)

Share transactions
Proceeds from sales of shares

2,650,547,667

2,669,988,018

Reinvestment of distributions

207,556,726

105,191,757

Cost of shares redeemed

(3,137,930,206)

(1,907,140,342)

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

(279,825,813)

868,039,433

Redemption fees

6,121,898

3,709,798

Total increase (decrease) in net assets

(3,994,083,906)

3,097,217,704

 

 

 

Net Assets

Beginning of period

6,219,690,290

3,122,472,586

End of period (including undistributed net investment income of $53,341,043 and undistributed net investment income of $45,170,603, respectively)

$ 2,225,606,384

$ 6,219,690,290

Other Information

Shares

Sold

43,462,745

51,731,157

Issued in reinvestment of distributions

3,206,995

2,427,062

Redeemed

(60,698,857)

(38,465,997)

Net increase (decrease)

(14,029,117)

15,692,222

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 67.90

$ 41.13

$ 29.40

$ 18.10

$ 13.38

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .83

.68

.82

.57

.40

Net realized and unrealized gain (loss)

  (37.74)

27.43

11.68

10.98

4.53

Total from investment operations

  (36.91)

28.11

12.50

11.55

4.93

Distributions from net investment income

  (.65)

(.61)

(.46)

(.30)

(.23)

Distributions from net realized gain

  (1.72)

(.77)

(.38)

-

-

Total distributions

  (2.37)

(1.38)

(.84)

(.30)

(.23)

Redemption fees added to paid in capital B

  .07

.04

.07

.05

.02

Net asset value, end of period

$ 28.69

$ 67.90

$ 41.13

$ 29.40

$ 18.10

Total Return A

  (56.20)%

70.35%

43.57%

64.94%

37.47%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.02%

1.00%

1.05%

1.10%

1.19%

Expenses net of fee waivers, if any

  1.02%

1.00%

1.05%

1.10%

1.19%

Expenses net of all reductions

  1.00%

.98%

1.02%

1.04%

1.16%

Net investment income (loss)

  1.41%

1.33%

2.23%

2.38%

2.56%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,225,606

$ 6,219,690

$ 3,122,473

$ 1,384,083

$ 357,335

Portfolio turnover rate D

  51%

52%

60%

40%

25%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

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

Annual Report

Nordic

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Fidelity Nordic Fund

-57.32%

5.62%

5.07%

$10,000 Over 10 years

Let's say hypothetically that $10,000 was invested in Fidelity Nordic Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the FTSE World Nordic Index performed over the same period.


fid586

Annual Report

Nordic

Management's Discussion of Fund Performance

Comments from Ronald Port, who became Portfolio Manager of Fidelity® Nordic Fund on November 18, 2008, after the period covered in this report

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the 12 months ending October 31, 2008, the fund was down 57.32%, while the Financial Times Stock Exchange (FTSE) World Nordic Index declined 55.47%. The fund underperformed the FTSE index primarily because of poor stock selection in the industrials, consumer discretionary, financials and information technology sectors. However, the overweighting of health care companies and stock selection in materials supported results, as did a small cash position in a down market. Out-of-benchmark holdings in Norwegian Air Shuttle and in RNB Retail and Brands both proved to be significant detractors. Discount carrier Norwegian Air Shuttle was hurt by rising energy costs early in the period, while Swedish retailer and children's clothing producer RNB faltered after a new product line failed to attract customers. Telenor, a Norwegian telecommunications firm, underperformed amid concerns about its operations in emerging markets, while Swedish engineering company Hexagon trailed because of worries about the health of auto companies that are major customers. Sweden's Kinnevik Investment did poorly amid concerns about its holdings in companies with exposure to emerging markets. Hexagon and Kinnevik also were stocks from outside the index. Kinnevik was sold. By contrast, several health care holdings held up relatively well in a tumultuous market. They included Elekta, a Swedish company specializing in products for cancer and brain-injury patients, AstraZeneca, a U.K.-based pharmaceutical company that benefited both from victories in two patent challenges and from demand for the Crestor cholesterol control drug, and Denmark's Novo Nordisk, a global leader in treatments for diabetes. Elekta and AstraZeneca also were out-of-index holdings. The investment in Norwegian fertilizer company Yara International helped as well, as did underweighting Swedish truck manufacturer Volvo AB. Both Yara and Volvo were sold.

Note to shareholders: Fidelity Nordic Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Nordic market. As of October 31, 2008, the fund did not have more than 20% of its assets in any one industry.

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

Portfolio

Nordic

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Sweden

50.0%

 

fid256

Denmark

17.1%

 

fid260

Finland

13.0%

 

fid264

Norway

10.8%

 

fid268

United Kingdom

5.4%

 

fid444

United States of America

3.6%

 

fid272

Iceland

0.1%

 

fid595

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

 

As of April 30, 2008

fid254

Sweden

44.4%

 

fid256

Finland

20.1%

 

fid260

Norway

19.2%

 

fid264

Denmark

11.5%

 

fid268

Bermuda

2.5%

 

fid444

United States of America

2.2%

 

fid272

Iceland

0.1%

 

fid604

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

96.4

97.8

Short-Term Investments and Net Other Assets

3.6

2.2

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Novo Nordisk AS Series B (Denmark, Pharmaceuticals)

9.3

4.3

Nokia Corp. (Finland, Communications Equipment)

8.8

12.6

Elekta AB (B Shares) (Sweden, Health Care Equipment & Supplies)

7.4

4.5

AstraZeneca PLC (Sweden) (United Kingdom, Pharmaceuticals)

5.4

0.0

H&M Hennes & Mauritz AB (B Shares) (Sweden, Specialty Retail)

5.1

3.9

Svenska Handelsbanken AB (A Shares) (Sweden, Commercial Banks)

4.6

0.9

Nordea Bank AB (Sweden, Commercial Banks)

4.3

5.3

StatoilHydro ASA (Norway, Oil, Gas & Consumable Fuels)

4.2

4.2

Telenor ASA (Norway, Diversified Telecommunication Services)

3.9

3.7

ABB Ltd. (Sweden) (Sweden, Electrical Equipment)

3.6

3.6

 

56.6

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Health Care

23.4

9.4

Financials

18.3

18.2

Industrials

12.8

18.7

Information Technology

11.9

13.3

Consumer Discretionary

11.2

12.8

Telecommunication Services

9.6

8.4

Energy

4.2

6.7

Materials

2.4

7.8

Consumer Staples

1.4

0.0

Utilities

1.2

2.5

Annual Report

Nordic

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 96.4%

Shares

Value

Denmark - 17.1%

Carlsberg AS Series B

104,100

$ 4,098,230

Danske Bank AS (d)

240,500

3,560,166

Novo Nordisk AS Series B

504,690

27,052,751

Novozymes AS Series B (d)

99,200

7,003,064

Rockwool International AS Series B (d)

28,390

1,908,887

Vestas Wind Systems AS (a)

145,500

5,959,638

TOTAL DENMARK

49,582,736

Finland - 13.0%

Fortum Oyj

147,600

3,627,424

Nokia Corp.

1,666,650

25,530,065

Nokian Tyres Ltd. (d)

663,510

8,674,893

TOTAL FINLAND

37,832,382

Iceland - 0.1%

Ossur hf (a)

441,370

327,225

Norway - 10.8%

Blom ASA (a)(d)

499,000

1,627,731

Northern Logistic Property ASA

290,400

771,055

Norwegian Air Shuttle AS (a)(d)

1,245,021

5,446,512

StatoilHydro ASA

607,096

12,210,898

Telenor ASA

1,897,000

11,319,388

TOTAL NORWAY

31,375,584

Sweden - 50.0%

ABB Ltd. (Sweden)

818,500

10,457,075

East Capital Explorer AB

97,200

578,006

Elekta AB (B Shares) (d)

1,702,700

21,528,449

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

415,540

14,898,143

Hexagon AB (B Shares)

1,396,175

9,143,439

Intrum Justitia AB

403,200

3,982,846

Investment AB Kinnevik

1,028,200

8,056,314

Meda AB (A Shares) (d)

547,200

3,540,163

Modern Times Group MTG AB (B Shares)

387,000

8,302,623

NeoNet AB (d)

2,245,494

4,246,933

Nordea Bank AB

1,554,900

12,460,325

 

Shares

Value

Ratos AB (B Shares) (d)

564,200

$ 9,957,042

RNB RETAIL AND BRANDS AB (d)

1,482,450

796,323

Svenska Handelsbanken AB (A Shares)

723,100

13,285,849

TELE2 AB (B Shares)

1,154,800

9,852,209

Telefonaktiebolaget LM Ericsson (B Shares)

1,106,000

7,527,533

TeliaSonera AB

1,502,500

6,609,224

TOTAL SWEDEN

145,222,496

United Kingdom - 5.4%

AstraZeneca PLC (Sweden)

366,900

15,494,766

TOTAL COMMON STOCKS

(Cost $441,568,139)

279,835,189

Money Market Funds - 18.0%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

21,120,211

21,120,211

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

31,203,364

31,203,364

TOTAL MONEY MARKET FUNDS

(Cost $52,323,575)

52,323,575

TOTAL INVESTMENT PORTFOLIO - 114.4%

(Cost $493,891,714)

332,158,764

NET OTHER ASSETS - (14.4)%

(41,758,046)

NET ASSETS - 100%

$ 290,400,718

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 335,346

Fidelity Securities Lending Cash Central Fund

1,692,857

Total

$ 2,028,203

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $90,962,421 all of which will expire on October 31, 2016.

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

Annual Report

Nordic

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $29,886,541) -
See accompanying schedule:

Unaffiliated issuers
(cost $441,568,139)

$ 279,835,189

 

Fidelity Central Funds
(cost $52,323,575)

52,323,575

 

Total Investments
(cost $493,891,714)

 

$ 332,158,764

Receivable for investments sold

197,364

Receivable for fund shares sold

274,939

Dividends receivable

38,190

Distributions receivable from Fidelity Central Funds

57,800

Prepaid expenses

242

Other receivables

29,514

Total assets

332,756,813

 

 

 

Liabilities

Payable for investments purchased

$ 10,310,208

Payable for fund shares redeemed

430,372

Accrued management fee

191,860

Other affiliated payables

137,026

Other payables and accrued expenses

83,265

Collateral on securities loaned, at value

31,203,364

Total liabilities

42,356,095

 

 

 

Net Assets

$ 290,400,718

Net Assets consist of:

 

Paid in capital

$ 534,621,407

Undistributed net investment income

14,374,041

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

(96,803,460)

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

(161,791,270)

Net Assets, for 13,996,846 shares outstanding

$ 290,400,718

Net Asset Value, offering price and redemption price per share ($290,400,718 ÷ 13,996,846 shares)

$ 20.75

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 23,661,379

Interest

 

23

Income from Fidelity Central Funds (including $1,692,857 from security lending)

 

2,028,203

 

 

25,689,605

Less foreign taxes withheld

 

(3,242,854)

Total income

 

22,446,751

 

 

 

Expenses

Management fee

$ 5,038,380

Transfer agent fees

1,877,244

Accounting and security lending fees

352,417

Custodian fees and expenses

202,753

Independent trustees' compensation

3,252

Registration fees

52,246

Audit

53,921

Legal

3,941

Interest

3,619

Miscellaneous

124,151

Total expenses before reductions

7,711,924

Expense reductions

(169,212)

7,542,712

Net investment income (loss)

14,904,039

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(95,558,718)

Foreign currency transactions

(451,521)

Total net realized gain (loss)

 

(96,010,239)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(396,321,571)

Assets and liabilities in foreign currencies

(74,884)

Total change in net unrealized appreciation (depreciation)

 

(396,396,455)

Net gain (loss)

(492,406,694)

Net increase (decrease) in net assets resulting from operations

$ (477,502,655)

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

Annual Report

Nordic
Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 14,904,039

$ 36,969,827

Net realized gain (loss)

(96,010,239)

47,686,184

Change in net unrealized appreciation (depreciation)

(396,396,455)

167,114,583

Net increase (decrease) in net assets resulting from operations

(477,502,655)

251,770,594

Distributions to shareholders from net investment income

(32,286,083)

(3,011,989)

Distributions to shareholders from net realized gain

(42,550,440)

(5,296,944)

Total distributions

(74,836,523)

(8,308,933)

Share transactions
Proceeds from sales of shares

227,446,380

678,676,171

Reinvestment of distributions

72,112,684

8,060,493

Cost of shares redeemed

(455,024,025)

(281,558,904)

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

(155,464,961)

405,177,760

Redemption fees

478,907

604,174

Total increase (decrease) in net assets

(707,325,232)

649,243,595

 

 

 

Net Assets

Beginning of period

997,725,950

348,482,355

End of period (including undistributed net investment income of $14,374,041 and undistributed net investment income of $36,941,058, respectively)

$ 290,400,718

$ 997,725,950

Other Information

Shares

Sold

5,322,842

15,469,184

Issued in reinvestment of distributions

1,552,480

210,073

Redeemed

(11,772,960)

(6,310,586)

Net increase (decrease)

(4,897,638)

9,368,671

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 52.81

$ 36.58

$ 30.92

$ 24.44

$ 19.49

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .85

2.39 E

.50

.55

.26

Net realized and unrealized gain (loss)

  (28.93)

14.60

7.94

6.12

4.80

Total from investment operations

  (28.08)

16.99

8.44

6.67

5.06

Distributions from net investment income

  (1.73)

(.29)

(.35)

(.22)

(.15)

Distributions from net realized gain

  (2.28)

(.51)

(2.49)

-

-

Total distributions

  (4.01)

(.80)

(2.84)

(.22)

(.15)

Redemption fees added to paid in capital B

  .03

.04

.06

.03

.04

Net asset value, end of period

$ 20.75

$ 52.81

$ 36.58

$ 30.92

$ 24.44

Total Return A

  (57.32)%

47.38%

29.68%

27.56%

26.31%

Ratios to Average Net Assets C, F

 

 

 

 

 

Expenses before reductions

  1.09%

1.06%

1.14%

1.17%

1.28%

Expenses net of fee waivers, if any

  1.09%

1.06%

1.14%

1.17%

1.28%

Expenses net of all reductions

  1.07%

1.03%

1.10%

1.13%

1.24%

Net investment income (loss)

  2.10%

5.37% E

1.49%

1.89%

1.16%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 290,401

$ 997,726

$ 348,482

$ 188,011

$ 116,493

Portfolio turnover rate D

  72%

62%

67%

76%

90%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $1.62 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.72%. F Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

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

Annual Report

Pacific Basin

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Fidelity Pacific Basin Fund

-61.02%

-0.61%

4.23%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Pacific Basin Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI All Country Pacific Index performed over the same period.


fid606

Annual Report

Pacific Basin

Management's Discussion of Fund Performance

Comments from Dale Nicholls, Portfolio Manager of Fidelity® Pacific Basin Fund

In a dramatic reversal of what had been a multiyear growth story, international stocks fell hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. The weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

During the past year, the fund fell 61.02%, trailing the -48.01% return of the MSCI All Country Pacific Index. Stock picks in Australia, Japan, South Korea, Singapore, India and Malaysia hindered performance. Further, a large underweighting in Japan hurt amid a sharp rally in the Japanese yen against the U.S. dollar. On a sector basis, my picks in consumer discretionary, information technology, industrials and consumer staples detracted. Peace Mark Holdings, a Hong Kong-based maker of watches that is incorporated in Bermuda, was unable to secure funding for an acquisition, leading to the firm's liquidation in August. Also detracting were Hong Kong's China State Construction International Holdings, incorporated in the Cayman Islands; Infopia, a small Korean maker of blood glucose monitoring kits; and India-based Financial Technologies. Underweighting and ultimately selling Japanese automaker Toyota, which managed to hold up better than most stocks, also hurt. Among these detractors, only Toyota was part of the benchmark. Conversely, stock selection and an underweighting in materials helped a bit, as did my positioning in China and a small cash position. Incitec Pivot, an Australian fertilizer producer, boosted performance, as did two out-of-index Japanese holdings: construction company SHO-BOND Holdings and Torishima Pump Manufacturing. I sold Torishima to nail down profits.

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

Annual Report

Pacific Basin

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Japan

35.3%

 

fid256

Australia

11.1%

 

fid258

Korea (South)

8.3%

 

fid260

China

6.6%

 

fid262

Singapore

6.6%

 

fid264

Hong Kong

4.8%

 

fid266

Cayman Islands

4.5%

 

fid268

India

3.8%

 

fid270

Taiwan

3.4%

 

fid272

Other

15.6%

 

fid618

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

 

As of April 30, 2008

fid254

Japan

22.4%

 

fid256

Australia

12.6%

 

fid258

Korea (South)

10.8%

 

fid260

Singapore

7.3%

 

fid262

China

7.1%

 

fid264

Hong Kong

6.9%

 

fid266

Cayman Islands

6.2%

 

fid268

India

5.4%

 

fid270

Bermuda

4.2%

 

fid272

Other

17.1%

 

fid630

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.0

98.8

Short-Term Investments and Net Other Assets

2.0

1.2

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Goodpack Ltd. (Singapore, Air Freight & Logistics)

2.5

1.7

NHN Corp. (Korea (South), Internet Software & Services)

2.2

1.5

Oil Search Ltd. (Papua New Guinea, Oil, Gas & Consumable Fuels)

1.9

1.1

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

1.8

0.0

CSL Ltd. (Australia, Biotechnology)

1.6

1.2

Sega Sammy Holdings, Inc. (Japan, Leisure Equipment & Products)

1.5

0.0

Digital Garage, Inc. (Japan, IT Services)

1.4

0.9

Mitsubishi Corp. (Japan, Trading Companies & Distributors)

1.4

1.6

New Oriental Education & Technology Group, Inc. sponsored ADR (Cayman Islands, Diversified Consumer Services)

1.4

0.8

Canon, Inc. (Japan, Office Electronics)

1.3

0.8

 

17.0

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Industrials

21.9

23.2

Information Technology

19.6

18.6

Consumer Discretionary

19.7

17.9

Financials

13.6

11.7

Materials

7.8

7.5

Consumer Staples

5.0

5.9

Energy

4.3

5.5

Health Care

3.4

5.0

Telecommunication Services

1.9

2.2

Utilities

0.8

1.3

Annual Report

Pacific Basin

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.0%

Shares

Value

Australia - 11.1%

Ausenco Ltd.

441,601

$ 1,280,971

Austal Ltd.

1,048,278

1,231,156

BHP Billiton Ltd.

128,600

2,469,265

Bradken Ltd.

312,341

1,029,562

Brambles Ltd.

361,960

1,929,699

CSL Ltd.

265,537

6,454,406

Goodman Group unit

1,226,523

774,653

Gunns Ltd.

2,617,955

2,081,176

Incitec Pivot Ltd.

456,988

1,224,553

Macquarie Airports unit

1,978,578

2,812,406

Mineral Resources Ltd.

46,239

76,517

Navitas Ltd.

1,047,144

1,477,001

Origin Energy Ltd.

241,047

2,526,599

QBE Insurance Group Ltd.

158,821

2,708,220

Rio Tinto Ltd.

82,729

4,277,554

Seek Ltd. (d)

804,568

1,778,506

Sunland Group Ltd.

988,571

653,262

United Group Ltd. (d)

469,591

2,978,246

Wesfarmers Ltd.

79,660

1,144,237

WorleyParsons Ltd.

184,225

1,849,823

Wotif.com Holdings Ltd. (d)

1,196,060

2,753,871

TOTAL AUSTRALIA

43,511,683

Bermuda - 2.8%

DVN Holdings Ltd.

3,396,000

62,199

Huabao International Holdings Ltd.

5,530,000

3,568,638

Mingyuan Medicare Development Co. Ltd.

17,200,000

1,267,881

Noble Group Ltd.

5,818,400

4,235,448

Paradise Entertainment Ltd. (a)

102,582,000

321,096

Peace Mark Holdings Ltd.

18,955,750

24

Ports Design Ltd.

927,000

1,077,709

TPV Technology Ltd.

2,864,000

568,616

TOTAL BERMUDA

11,101,611

Cayman Islands - 4.5%

China Dongxiang Group Co. Ltd.

6,527,000

1,920,191

China State Construction International Holdings Ltd. warrants 2/27/09 (a)

1,318,384

1,742

Ctrip.com International Ltd. sponsored ADR

49,210

1,504,842

Hembly International Holdings Ltd.

4,612,000

237,309

Kingboard Chemical Holdings Ltd.

638,400

1,274,371

Kingdee International Software Group Co. Ltd.

25,848,928

3,846,259

New Oriental Education & Technology Group, Inc. sponsored ADR (a)

86,500

5,531,675

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

76,819

1,431,138

Regent Pacific Group Ltd. (a)

34,954,000

587,818

 

Shares

Value

SinoCom Software Group Ltd.

10,750,000

$ 777,508

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

23,300

407,750

TOTAL CAYMAN ISLANDS

17,520,603

China - 6.6%

51job, Inc. sponsored ADR (a)

138,400

1,013,088

AMVIG Holdings Ltd.

5,510,000

3,239,512

Baidu.com, Inc. sponsored ADR (a)(d)

9,696

1,997,376

China Mengniu Dairy Co. Ltd.

979,000

941,216

China Shenhua Energy Co. Ltd. (H Shares)

816,500

1,550,181

China Yurun Food Group Ltd.

581,000

690,552

Focus Media Holding Ltd. ADR (a)(d)

208,600

3,865,358

Global Bio-Chem Technology Group Co. Ltd.

8,374,000

1,167,066

Jiangsu Expressway Co. Ltd. (H Shares)

2,442,013

1,708,066

Li Ning Co. Ltd.

910,500

1,126,781

Lianhua Supermarket Holdings Co. (H Shares)

1,020,000

1,198,171

Minth Group Ltd.

1,784,000

623,427

People's Food Holdings Ltd.

264,000

72,225

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

464,000

1,984,388

Royale Furniture Holdings Ltd.

8,165,308

322,188

Tencent Holdings Ltd.

408,800

2,976,028

Yantai Changyu Pioneer Wine Co. (B Shares)

443,100

1,376,924

TOTAL CHINA

25,852,547

Hong Kong - 4.8%

Bank of East Asia Ltd.

707,164

1,426,474

China Insurance International Holdings Co. Ltd.

958,000

2,233,405

China State Construction International Holdings Ltd.

32,380,752

3,593,806

China Unicom (Hong Kong) Ltd.

2,212,000

3,158,061

Golden Meditech Co. Ltd. (a)

4,128,000

594,086

Hang Lung Properties Ltd.

1,320,000

3,225,391

IPE Group Ltd.

20,275,000

875,776

PYI Corp. Ltd.

9,494,539

306,742

PYI Corp. Ltd. warrants 9/25/09 (a)

1,582,423

4,182

REXCAPITAL Financial Holdings Ltd. (a)

30,736,967

567,980

Tian An China Investments Co. Ltd.

3,969,800

1,094,217

Tian An China Investments Co. Ltd. warrants 1/2/10 (a)

396,800

682

Tingyi (Cayman Island) Holding Corp.

1,568,742

1,661,699

TOTAL HONG KONG

18,742,501

India - 3.8%

Educomp Solutions Ltd.

55,242

2,584,423

Financial Technologies India Ltd.

146,363

1,565,492

Gateway Distriparks Ltd.

665,650

1,038,446

Geodesic Ltd.

560,116

1,121,036

INFO Edge India Ltd.

93,884

825,259

Common Stocks - continued

Shares

Value

India - continued

Jain Irrigation Systems Ltd.

230,063

$ 1,440,347

NIIT Ltd.

1,940,580

1,290,314

Pantaloon Retail India Ltd.

417,805

2,015,980

Rallis India Ltd.

116,392

868,439

Shopper's Stop Ltd.

203,437

752,640

United Spirits Ltd.

85,079

1,569,705

TOTAL INDIA

15,072,081

Indonesia - 1.4%

PT Bumi Resources Tbk

7,072,500

925,978

PT Indosat Tbk

3,240,500

1,568,701

PT Perusahaan Gas Negara Tbk
Series B

23,836,740

3,029,581

TOTAL INDONESIA

5,524,260

Japan - 35.3%

Aeon Co. Ltd.

24,800

237,797

Ai Holdings Corp. (d)

1,086,200

3,265,184

ARRK Corp. (a)

391,500

267,388

Canon Marketing Japan, Inc.

144,200

2,412,222

Canon, Inc.

146,300

5,119,017

Denso Corp.

71,600

1,395,455

Digital Garage, Inc. (a)(d)

8,410

5,574,729

eAccess Ltd. (d)

4,280

1,990,565

Fujifilm Holdings Corp.

119,500

2,750,794

Furuno Electric Co. Ltd.

276,100

1,637,721

H.I.S. Co. Ltd. (d)

277,000

4,009,428

Hamakyorex Co. Ltd.

155,200

2,862,635

Haseko Corp.

1,456,500

1,317,964

Hikari Tsushin, Inc.

84,700

1,263,967

Ibiden Co. Ltd.

68,300

1,277,589

Internet Initiative Japan, Inc.

1,193

997,503

ISE Chemical Corp. (d)

421,000

1,691,633

Ishihara Sangyo Kaisha Ltd. (a)

1,412,000

1,134,087

Itochu Corp.

334,000

1,765,017

Japan Excellent, Inc.

126

422,801

Kato Works Co. Ltd.

771,000

1,878,316

Kenedix Realty Investment Corp.

587

850,734

Konica Minolta Holdings, Inc.

220,000

1,444,734

Kubota Corp.

247,000

1,239,717

Leopalace21 Corp.

228,900

1,703,665

Matsumotokiyoshi Holdings Co. Ltd.

100,800

1,975,896

Micronics Japan Co. Ltd.

328,100

2,663,660

Mitsubishi Corp.

331,200

5,551,243

Mitsubishi Electric Corp.

525,000

3,254,480

Mitsubishi UFJ Financial Group, Inc.

1,137,800

7,149,768

Mitsui Sumitomo Insurance Group Holdings, Inc.

111,300

3,092,691

Namco Bandai Holdings, Inc.

205,200

2,110,046

New City Residence Investment Corp.

1,766

178,272

Nikon Corp.

109,000

1,536,074

Nippon Building Fund, Inc.

185

1,777,573

Nippon Electric Glass Co. Ltd.

217,000

1,305,186

 

Shares

Value

Nippon Parkerizing Co. Ltd.

173,000

$ 2,039,960

Nippon Seiki Co. Ltd.

478,000

3,164,936

Nitta Corp.

210,400

2,350,819

Nittoku Engineering Co. Ltd.

506,800

2,375,484

Nomura Holdings, Inc.

365,200

3,459,852

Obic Co. Ltd.

15,310

1,873,888

ORIX Corp.

32,310

3,319,461

Point, Inc.

67,350

3,307,655

Promise Co. Ltd. (d)

224,900

4,036,563

Rakuten, Inc. (d)

4,330

2,146,436

Sankyo Seiko Co. Ltd.

425,800

688,984

Sega Sammy Holdings, Inc. (d)

769,400

5,816,226

SHO-BOND Holdings Co. Ltd. (d)

257,000

4,591,149

Softbank Corp.

172,800

1,701,551

Sony Corp.

113,100

2,680,374

Stanley Electric Co. Ltd.

148,400

1,865,657

Sumitomo Electric Industries Ltd.

203,600

1,648,373

Sumitomo Mitsui Financial Group, Inc.

442

1,771,828

Take & Give Needs Co. Ltd. (a)(d)

14,787

624,677

The Sumitomo Warehouse Co. Ltd.

401,000

1,624,324

Tohcello Co. Ltd.

634,500

2,646,606

Tokuyama Corp.

197,000

997,590

Tokyo Ohka Kogyo Co. Ltd.

69,400

952,689

Toyoda Gosei Co. Ltd.

99,600

1,398,275

Tsutsumi Jewelry Co. Ltd.

58,700

1,143,536

Wacom Co. Ltd. (d)

1,470

1,297,869

TOTAL JAPAN

138,630,313

Korea (South) - 8.3%

CDNetworks Co. Ltd. (a)

120,643

618,193

Daewoo International Corp.

72,640

807,847

Duzon Digital Ware Co. Ltd.

205,677

1,147,991

eSang Networks Co. Ltd.

146,774

745,738

Hana Tour Service, Inc.

58,346

907,700

Hyunjin Materials Co. Ltd.

47,529

587,290

Infopia Co. Ltd.

161,717

1,209,763

Jinsung T.E.C. Co. Ltd.

378,322

2,367,479

Kyeryong Construction Industrial Co. Ltd.

76,000

696,897

MegaStudy Co. Ltd.

12,242

1,380,378

Meritz Fire & Marine Insurance Co. Ltd.

228,570

841,703

NHN Corp. (a)

79,495

8,486,183

Plantynet Co. Ltd.

292,104

771,514

SFA Engineering Corp.

95,419

1,907,260

Shinhan Financial Group Co. Ltd.

121,104

2,955,361

TK Corp.

197,721

3,215,294

Woongjin Coway Co. Ltd.

68,230

1,408,278

Yuhan Corp.

18,298

2,669,886

TOTAL KOREA (SOUTH)

32,724,755

Malaysia - 3.0%

IJM Corp. Bhd

1,169,700

849,097

IJM Land Bhd warrants 9/11/13 (a)

116,970

5,863

JobStreet Corp. Bhd

6,606,750

2,617,953

Common Stocks - continued

Shares

Value

Malaysia - continued

KNM Group Bhd

10,267,500

$ 1,741,022

MMC Corp. Bhd

4,286,154

2,405,046

Muhibbah Engineering (M) Bhd

2,956,900

651,721

Parkson Holdings Bhd

748,213

709,625

Public Bank Bhd (For. Reg.)

1,197,800

2,836,498

TOTAL MALAYSIA

11,816,825

Papua New Guinea - 2.8%

Lihir Gold Ltd. (a)

2,942,730

3,669,939

Oil Search Ltd.

2,415,309

7,313,562

TOTAL PAPUA NEW GUINEA

10,983,501

Philippines - 1.6%

Aboitiz Equity Ventures, Inc.

13,425,000

1,512,289

Alliance Global Group, Inc. (a)

82,734,542

3,389,024

DMCI Holdings, Inc.

25,616,500

1,390,348

TOTAL PHILIPPINES

6,291,661

Singapore - 6.6%

CSE Global Ltd.

7,480,500

3,364,147

GigaMedia Ltd. (a)

122,400

733,176

Goodpack Ltd.

11,983,000

10,015,584

Goodpack Ltd. warrants 7/16/09 (a)

1,143,125

246,662

Mirach Energy Ltd. (a)

8,793,000

183,473

Olam International Ltd.

4,844,625

4,264,568

Pertama Holdings Ltd.

10,644,000

1,471,355

Raffles Education Corp. Ltd.

10,850,000

4,190,020

SIA Engineering Co. Ltd.

930,000

1,225,656

Tat Hong Holdings Ltd. warrants 8/2/13 (a)

125,700

3,017

TOTAL SINGAPORE

25,697,658

Taiwan - 3.4%

104 Corp.

479,000

1,002,001

Advanced Semiconductor Engineering, Inc.

3,009,618

1,281,435

Apex Biotechnology Corp.

808,000

1,109,668

D-Link Corp.

1,515,883

1,029,431

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,952,081

4,734,470

MediaTek, Inc.

218,000

1,956,283

 

Shares

Value

Powertech Technology, Inc.

654,300

$ 921,396

Tsann Kuen Enterprise Co. Ltd.

3,740,900

1,145,463

TOTAL TAIWAN

13,180,147

Thailand - 1.9%

Siam Commercial Bank PCL (For. Reg.)

2,025,452

3,144,189

Thai Stanley Electric PCL

656,390

1,399,852

Ticon Industrial Connection PCL (For. Reg.)

6,418,200

1,471,205

Total Access Communication PCL

2,117,180

1,280,028

Total Access Communication PCL (For. Reg.)

215,000

152,840

TOTAL THAILAND

7,448,114

Vietnam - 0.1%

Luks Group (Vietnam Holdings) Co. Ltd.

2,080,000

477,674

TOTAL COMMON STOCKS

(Cost $655,764,398)

384,575,934

Money Market Funds - 8.0%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

12,864,669

12,864,669

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

18,573,419

18,573,419

TOTAL MONEY MARKET FUNDS

(Cost $31,438,088)

31,438,088

TOTAL INVESTMENT PORTFOLIO - 106.0%

(Cost $687,202,486)

416,014,022

NET OTHER ASSETS - (6.0)%

(23,620,821)

NET ASSETS - 100%

$ 392,393,201

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 212,729

Fidelity Securities Lending Cash Central Fund

772,727

Total

$ 985,456

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $161,686 all of which will expire on October 31, 2016.

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

Annual Report

Pacific Basin

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $17,604,876) -
See accompanying schedule:

Unaffiliated issuers
(cost $655,764,398)

$ 384,575,934

 

Fidelity Central Funds
(cost $31,438,088)

31,438,088

 

Total Investments
(cost $687,202,486)

 

$ 416,014,022

Foreign currency held at value
(cost $76,419)

76,339

Receivable for investments sold

2,404,889

Receivable for fund shares sold

421,373

Dividends receivable

1,751,899

Distributions receivable from Fidelity Central Funds

51,528

Prepaid expenses

305

Other receivables

110,899

Total assets

420,831,254

 

 

 

Liabilities

Payable for investments purchased

$ 9,063,750

Payable for fund shares redeemed

375,451

Accrued management fee

84,550

Other affiliated payables

166,828

Other payables and accrued expenses

174,055

Collateral on securities loaned, at value

18,573,419

Total liabilities

28,438,053

 

 

 

Net Assets

$ 392,393,201

Net Assets consist of:

 

Paid in capital

$ 672,810,599

Undistributed net investment income

197,805

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

(9,516,192)

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

(271,099,011)

Net Assets, for 30,566,357 shares outstanding

$ 392,393,201

Net Asset Value, offering price and redemption price per share ($392,393,201 ÷ 30,566,357 shares)

$ 12.84

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 18,013,514

Interest

 

710

Income from Fidelity Central Funds (including $772,727 from security lending)

 

985,456

 

 

18,999,680

Less foreign taxes withheld

 

(1,096,530)

Total income

 

17,903,150

 

 

 

Expenses

Management fee
Basic fee

$ 6,187,590

Performance adjustment

961,827

Transfer agent fees

2,163,498

Accounting and security lending fees

421,979

Custodian fees and expenses

578,576

Independent trustees' compensation

3,387

Registration fees

36,179

Audit

103,791

Legal

5,162

Interest

1,432

Miscellaneous

149,366

Total expenses before reductions

10,612,787

Expense reductions

(473,000)

10,139,787

Net investment income (loss)

7,763,363

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $49,919)

(6,323,873)

Foreign currency transactions

(380,074)

Total net realized gain (loss)

 

(6,703,947)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $1,390,725)

(697,845,629)

Assets and liabilities in foreign currencies

96,282

Total change in net unrealized appreciation (depreciation)

 

(697,749,347)

Net gain (loss)

(704,453,294)

Net increase (decrease) in net assets resulting from operations

$ (696,689,931)

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

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 7,763,363

$ 7,778,057

Net realized gain (loss)

(6,703,947)

165,831,466

Change in net unrealized appreciation (depreciation)

(697,749,347)

264,139,051

Net increase (decrease) in net assets resulting from operations

(696,689,931)

437,748,574

Distributions to shareholders from net investment income

(7,436,752)

(5,493,694)

Distributions to shareholders from net realized gain

(131,157,223)

(78,016,295)

Total distributions

(138,593,975)

(83,509,989)

Share transactions
Proceeds from sales of shares

164,409,234

356,516,330

Reinvestment of distributions

127,229,315

78,904,207

Cost of shares redeemed

(330,830,316)

(496,318,818)

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

(39,191,767)

(60,898,281)

Redemption fees

355,373

368,023

Total increase (decrease) in net assets

(874,120,300)

293,708,327

 

 

 

Net Assets

Beginning of period

1,266,513,501

972,805,174

End of period (including undistributed net investment income of $197,805 and undistributed net investment income of $7,712,722, respectively)

$ 392,393,201

$ 1,266,513,501

Other Information

Shares

Sold

6,162,028

11,592,776

Issued in reinvestment of distributions

4,129,481

2,961,664

Redeemed

(13,662,317)

(16,176,357)

Net increase (decrease)

(3,370,808)

(1,621,917)

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 37.32

$ 27.36

$ 22.42

$ 17.91

$ 17.06

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  .22

.22

.16

.22 F

.07

Net realized and unrealized gain (loss)

  (20.61)

12.16

5.26

4.49

.92

Total from investment operations

  (20.39)

12.38

5.42

4.71

.99

Distributions from net investment income

  (.22)

(.16)

(.18)

(.08)

(.16)

Distributions from net realized gain

  (3.88)

(2.27)

(.32)

(.13)

-

Total distributions

  (4.10)

(2.43)

(.50)

(.21)

(.16)

Redemption fees added to paid in capital C

  .01

.01

.02

.01

.02

Net asset value, end of period

$ 12.84

$ 37.32

$ 27.36

$ 22.42

$ 17.91

Total Return A, B

  (61.02)%

48.86%

24.55%

26.62%

5.98%

Ratios to Average Net Assets D, G

 

 

 

 

 

Expenses before reductions

  1.22%

1.19%

1.14%

1.10%

1.20%

Expenses net of fee waivers, if any

  1.22%

1.19%

1.14%

1.10%

1.20%

Expenses net of all reductions

  1.17%

1.13%

1.08%

1.05%

1.19%

Net investment income (loss)

  .89%

.71%

.60%

1.09% F

.42%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 392,393

$ 1,266,514

$ 972,805

$ 648,850

$ 445,127

Portfolio turnover rate E

  73%

91%

75%

78%

145%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Total returns do not include the effect of the former contingent deferred sales charge. C Calculated based on average shares outstanding during the period. D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. E Amount does not include the portfolio activity of any underlying Fidelity Central Funds. F Investment income per share reflects a special dividend which amounted to $.05 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .84%. G Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

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

Annual Report

Southeast Asia

Performance: The Bottom Line

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

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Fidelity Southeast Asia Fund

-59.64%

10.11%

10.72%

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Southeast Asia Fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI AC Far East ex Japan Index performed over the same period.


fid632

Annual Report

Southeast Asia

Management's Discussion of Fund Performance

Comments from Jessica Tan, Portfolio Manager of Fidelity® Southeast Asia Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

During the year, the fund returned -59.64%, trailing the -57.53% return of the MSCI All Country Far East ex Japan Index. Versus the index, stock selection in South Korea and Singapore hurt performance. On a sector basis, stock picking in financials, consumer discretionary, industrials and energy was detrimental. One detractor was COSCO Corporation, a Singapore-listed owner of Chinese shipyards. The company was hindered by expectations of a slowdown in new orders and a cancellation of existing orders, among other factors, and I sold it. Underweighting and ultimately selling Korea-based Samsung Electronics also proved counterproductive, as did KNM Group, a Malaysia-based manufacturer of process equipment for the energy, petrochemical and mining industries, and Bumi Resources, an Indonesia-based coal miner. Conversely, stock picks in the Cayman Islands, where many Asian companies are incorporated for tax purposes, were beneficial. Among sectors, favorable stock selection in telecommunication services - together with an overweighting in that outperforming group - aided our results. A modest cash position also helped. Chunghwa Telecom, Taiwan's incumbent telecom services provider, saw its stock outperform due to the company's defensive characteristics. Other contributors were power supplier Hong Kong Electric Holdings and China's Jiangsu Expressway, owner of high-quality expressway assets in China's Jiangsu province.

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

Annual Report

Southeast Asia

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Hong Kong

22.3%

 

fid256

China

17.6%

 

fid258

Korea (South)

16.2%

 

fid260

Taiwan

15.0%

 

fid262

United States of America

8.4%

 

fid264

Thailand

6.9%

 

fid266

Singapore

4.8%

 

fid268

Cayman Islands

2.9%

 

fid270

Australia

2.6%

 

fid272

Other

3.3%

 

fid644

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

 

As of April 30, 2008

fid254

Korea (South)

21.2%

 

fid256

Hong Kong

19.1%

 

fid258

Taiwan

18.9%

 

fid260

China

11.2%

 

fid262

United States of America

9.8%

 

fid264

Thailand

6.0%

 

fid266

Malaysia

5.7%

 

fid268

Singapore

4.2%

 

fid270

Cayman Islands

1.2%

 

fid272

Other

2.7%

 

fid656

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

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

91.6

95.3

Short-Term Investments and Net Other Assets

8.4

4.7

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Chunghwa Telecom Co. Ltd. (Taiwan, Diversified Telecommunication Services)

6.0

1.8

Hong Kong Electric Holdings Ltd. (Hong Kong, Electric Utilities)

4.6

1.4

China Petroleum & Chemical Corp. (H Shares) (China, Oil, Gas & Consumable Fuels)

3.3

0.0

Hutchison Whampoa Ltd. (Hong Kong, Industrial Conglomerates)

3.1

2.2

NHN Corp. (Korea (South), Internet Software & Services)

3.0

2.0

PetroChina Co. Ltd. (H Shares) (China, Oil, Gas & Consumable Fuels)

3.0

1.9

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

2.9

0.7

Hutchison Telecommunications International Ltd. (Cayman Islands, Wireless Telecommunication Services)

2.8

0.7

China Life Insurance Co. Ltd. (H Shares) (China, Insurance)

2.8

0.0

SK Telecom Co. Ltd. (Korea (South), Wireless Telecommunication Services)

2.8

1.2

 

34.3

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Telecommunication Services

27.4

17.9

Financials

23.0

30.1

Utilities

8.4

3.7

Energy

8.0

8.8

Industrials

7.6

6.7

Consumer Discretionary

6.6

7.4

Information Technology

3.9

14.7

Consumer Staples

3.8

1.8

Materials

2.2

3.2

Health Care

0.7

1.0

Annual Report

Southeast Asia

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 91.6%

Shares

Value

Australia - 2.6%

Telstra Corp. Ltd.

15,024,948

$ 41,335,939

Bermuda - 0.4%

Huabao International Holdings Ltd.

11,120,000

7,175,996

Cayman Islands - 2.9%

Hutchison Telecommunications International Ltd. (a)

42,126,000

45,510,534

New Oriental Education & Technology Group, Inc. sponsored ADR (a)

22,000

1,406,900

TOTAL CAYMAN ISLANDS

46,917,434

China - 17.6%

China Life Insurance Co. Ltd. (H Shares)

16,916,000

45,205,932

China Petroleum & Chemical Corp. (H Shares)

81,792,000

53,709,698

China Telecom Corp. Ltd. (H Shares)

113,812,000

40,505,723

Focus Media Holding Ltd. ADR (a)(d)

1,341,719

24,862,053

Industrial & Commercial Bank of China

66,432,000

31,257,417

Jiangsu Expressway Co. Ltd. (H Shares)

51,408,000

35,957,330

PetroChina Co. Ltd. (H Shares)

62,970,000

47,346,287

Zijin Mining Group Co. Ltd. (H Shares)

12,238,000

3,698,682

TOTAL CHINA

282,543,122

Hong Kong - 22.3%

BYD Electronic International Co. Ltd.

978,500

299,861

Cafe de Coral Holdings Ltd.

2,880,000

4,525,091

Cheung Kong Holdings Ltd.

2,336,000

22,429,018

China Mobile (Hong Kong) Ltd.

3,998,800

35,202,475

China Resources Power Holdings Co. Ltd.

10,618,000

20,751,227

China State Construction International Holdings Ltd.

21,602,000

2,397,516

China Unicom (Hong Kong) Ltd.

32,540,000

46,457,191

CLP Holdings Ltd.

3,774,000

25,451,576

Hang Seng Bank Ltd.

1,291,700

16,117,064

Hong Kong Electric Holdings Ltd.

13,592,500

73,261,532

Hutchison Whampoa Ltd.

9,267,000

49,485,780

PCCW Ltd.

80,360,000

30,069,805

Sa Sa International Holdings Ltd.

28,486,000

4,350,655

Sinotruk Hong Kong Ltd.

12,290,000

5,061,764

Sun Hung Kai Properties Ltd.

618,000

5,414,327

Television Broadcasts Ltd.

4,197,000

11,671,976

Wharf Holdings Ltd.

2,259,000

4,507,174

TOTAL HONG KONG

357,454,032

Indonesia - 0.6%

PT Bumi Resources Tbk

71,543,000

9,366,875

PT Indosat Tbk

54,500

26,383

PT Jakarta International Hotel & Development Tbk (a)

39,829,000

1,012,657

TOTAL INDONESIA

10,405,915

Korea (South) - 16.2%

Hanmi Pharm Co. Ltd.

179,085

10,821,279

 

Shares

Value

Hyundai Engineering & Construction Co. Ltd.

130,528

$ 5,375,876

Korea Exchange Bank

1,334,400

7,445,384

Korea Gas Corp.

375,618

14,188,529

KT&G Corp.

676,155

43,531,319

LG Household & Health Care Ltd.

118,213

16,939,352

MegaStudy Co. Ltd.

171,502

19,338,152

MSCI Daily TR Net Emerging Markets Korea Local warrants (UBS Warrant Programme) 9/10/10 (a)

73,072,824

16,149,284

NHN Corp. (a)

458,681

48,964,724

Samsung Fire & Marine Insurance Co. Ltd.

57,373

7,622,097

Shinhan Financial Group Co. Ltd.

1,016,576

24,808,008

SK Telecom Co. Ltd.

281,296

44,784,036

TOTAL KOREA (SOUTH)

259,968,040

Malaysia - 2.1%

KNM Group Bhd

105,452,825

17,881,244

TM International Sdn Bhd (a)

12,243,700

15,669,435

Wah Seong Corp. Bhd

656,100

209,537

TOTAL MALAYSIA

33,760,216

Philippines - 0.2%

Philippine Long Distance Telephone Co.

76,940

3,143,785

Singapore - 4.8%

City Developments Ltd.

1,845,000

8,158,709

SIA Engineering Co. Ltd.

4,304,000

5,672,281

Singapore Press Holdings Ltd.

2,545,000

5,559,439

SMRT Corp. Ltd.

12,149,000

12,796,818

Starhub Ltd.

7,206,000

11,698,991

United Engineers Ltd.

3,255,000

2,700,451

United Overseas Bank Ltd.

3,361,000

30,385,979

TOTAL SINGAPORE

76,972,668

Taiwan - 15.0%

104 Corp.

1,562,000

3,267,485

Ambassador Hotel

13,543,000

9,751,289

Chong Hong Construction Co. Ltd.

2,643,406

1,630,842

Chunghwa Telecom Co. Ltd.

58,929,510

97,188,579

Far EasTone Telecommunications Co. Ltd.

22,371,000

23,466,321

First Financial Holding Co. Ltd.

66,872,960

31,525,680

Goldsun Development & Construction Co. Ltd.

30,575,000

5,839,700

Huaku Development Co. Ltd.

5,418,500

5,084,207

Hung Poo Real Estate Development Co. Ltd.

5,827,447

3,065,218

Taiwan Fertilizer Co. Ltd.

15,972,000

19,707,758

Taiwan Semiconductor Manufacturing Co. Ltd.

10,596,105

15,419,525

Yuanta Financial Holding Co. Ltd.

65,817,000

25,540,628

TOTAL TAIWAN

241,487,232

Common Stocks - continued

Shares

Value

Thailand - 6.9%

Asian Property Development PCL:

(For. Reg.)

35,848,700

$ 3,078,917

NVDR

23,093,200

2,003,617

Bangkok Bank Ltd. PCL (For. Reg.)

10,880,600

21,982,149

BEC World PCL (For. Reg.)

13,747,700

6,621,724

Big C Supercenter PCL unit

7,246,944

6,368,012

Land & House PCL (For. Reg.)

35,051,600

3,773,360

Major Cineplex Group PCL (For. Reg.)

67,848,000

11,811,940

Quality Houses PCL

279,843,445

7,307,866

Quality Houses PCL NVDR

84,039,199

2,200,440

Siam City Bank PCL:

NVDR (a)

19,689,100

3,842,311

(For. Reg.) (a)

14,764,300

2,870,256

Siam Commercial Bank PCL (For. Reg.)

19,766,700

30,684,629

Tisco Bank PCL:

(For. Reg.)

4,186,360

1,075,011

NVDR

11,487,600

2,965,315

Total Access Communication PCL

2,938,400

1,776,530

Total Access Communication PCL (For. Reg.)

3,217,600

2,287,342

TOTAL THAILAND

110,649,419

TOTAL COMMON STOCKS

(Cost $2,260,161,299)

1,471,813,798

Money Market Funds - 8.3%

Shares

Value

Fidelity Cash Central Fund, 1.81% (b)

114,015,446

$ 114,015,446

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

18,767,191

18,767,191

TOTAL MONEY MARKET FUNDS

(Cost $132,782,637)

132,782,637

TOTAL INVESTMENT
PORTFOLIO - 99.9%

(Cost $2,392,943,936)

1,604,596,435

NET OTHER ASSETS - 0.1%

1,035,742

NET ASSETS - 100%

$ 1,605,632,177

Legend

(a) Non-income producing

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

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

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

Affiliated Central Funds

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

Fund

Income earned

Fidelity Cash Central Fund

$ 4,003,802

Fidelity Securities Lending Cash Central Fund

465,207

Total

$ 4,469,009

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

Annual Report

Southeast Asia

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $18,065,249) -
See accompanying schedule:

Unaffiliated issuers
(cost $2,260,161,299)

$ 1,471,813,798

 

Fidelity Central Funds
(cost $132,782,637)

132,782,637

 

Total Investments
(cost $2,392,943,936)

 

$ 1,604,596,435

Foreign currency held at value
(cost $12,494)

12,494

Receivable for investments sold

37,044,893

Receivable for fund shares sold

2,828,147

Dividends receivable

4,912,499

Distributions receivable from Fidelity Central Funds

215,696

Prepaid expenses

1,485

Other receivables

1,590,057

Total assets

1,651,201,706

 

 

 

Liabilities

Payable for investments purchased

$ 22,428,099

Payable for fund shares redeemed

1,907,257

Accrued management fee

1,474,762

Other affiliated payables

586,223

Other payables and accrued expenses

405,997

Collateral on securities loaned, at value

18,767,191

Total liabilities

45,569,529

 

 

 

Net Assets

$ 1,605,632,177

Net Assets consist of:

 

Paid in capital

$ 2,437,555,972

Undistributed net investment income

22,071,165

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

(65,567,036)

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

(788,427,924)

Net Assets, for 86,810,432 shares outstanding

$ 1,605,632,177

Net Asset Value, offering price and redemption price per share ($1,605,632,177 ÷ 86,810,432 shares)

$ 18.50

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 94,952,118

Interest

 

60,633

Income from Fidelity Central Funds (including $465,207 from security lending)

 

4,469,009

 

 

99,481,760

Less foreign taxes withheld

 

(11,021,514)

Total income

 

88,460,246

 

 

 

Expenses

Management fee
Basic fee

$ 26,531,282

Performance adjustment

4,627,357

Transfer agent fees

8,463,869

Accounting and security lending fees

1,392,494

Custodian fees and expenses

2,152,027

Independent trustees' compensation

16,622

Registration fees

188,553

Audit

90,803

Legal

20,689

Interest

23,582

Miscellaneous

448,345

Total expenses before reductions

43,955,623

Expense reductions

(5,215,709)

38,739,914

Net investment income (loss)

49,720,332

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(45,575,129)

Foreign currency transactions

(9,150,417)

Futures contracts

5,594,921

Total net realized gain (loss)

 

(49,130,625)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(3,186,929,128)

Assets and liabilities in foreign currencies

88,275

Total change in net unrealized appreciation (depreciation)

 

(3,186,840,853)

Net gain (loss)

(3,235,971,478)

Net increase (decrease) in net assets resulting from operations

$ (3,186,251,146)

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

Annual Report

Southeast Asia
Financial Statements - continued

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 49,720,332

$ 29,263,280

Net realized gain (loss)

(49,130,625)

389,303,249

Change in net unrealized appreciation (depreciation)

(3,186,840,853)

2,027,808,797

Net increase (decrease) in net assets resulting from operations

(3,186,251,146)

2,446,375,326

Distributions to shareholders from net investment income

(35,424,593)

(15,348,089)

Distributions to shareholders from net realized gain

(365,645,497)

(86,082,743)

Total distributions

(401,070,090)

(101,430,832)

Share transactions
Proceeds from sales of shares

1,476,163,760

3,409,321,043

Reinvestment of distributions

382,538,765

97,580,587

Cost of shares redeemed

(2,965,607,006)

(1,154,364,384)

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

(1,106,904,481)

2,352,537,246

Redemption fees

5,921,400

3,507,067

Total increase (decrease) in net assets

(4,688,304,317)

4,700,988,807

 

 

 

Net Assets

Beginning of period

6,293,936,494

1,592,947,687

End of period (including undistributed net investment income of $22,071,165 and undistributed net investment income of $27,443,001, respectively)

$ 1,605,632,177

$ 6,293,936,494

Other Information

Shares

Sold

40,747,607

94,400,629

Issued in reinvestment of distributions

9,350,739

3,728,720

Redeemed

(90,730,727)

(32,941,955)

Net increase (decrease)

(40,632,381)

65,187,394

Financial Highlights

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 49.39

$ 25.59

$ 18.70

$ 14.87

$ 13.72

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .44

.33

.33

.30

.16

Net realized and unrealized gain (loss)

  (28.21)

24.95

7.23

3.66

1.10

Total from investment operations

  (27.77)

25.28

7.56

3.96

1.26

Distributions from net investment income

  (.28)

(.23)

(.26)

(.14)

(.13)

Distributions from net realized gain

  (2.89)

(1.29)

(.43)

-

-

Total distributions

  (3.17)

(1.52)

(.69)

(.14)

(.13)

Redemption fees added to paid in capital B

  .05

.04

.02

.01

.02

Net asset value, end of period

$ 18.50

$ 49.39

$ 25.59

$ 18.70

$ 14.87

Total Return A

  (59.64)%

104.22%

41.50%

26.84%

9.39%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.18%

1.08%

1.21%

1.20%

1.21%

Expenses net of fee waivers, if any

  1.18%

1.08%

1.21%

1.20%

1.21%

Expenses net of all reductions

  1.04%

.98%

1.04%

1.09%

1.20%

Net investment income (loss)

  1.34%

.96%

1.44%

1.71%

1.11%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 1,605,632

$ 6,293,936

$ 1,592,948

$ 783,765

$ 464,874

Portfolio turnover rate D

  147%

72%

100%

109%

131%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the Fund. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the Fund during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the Fund.

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

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Europe Fund, Fidelity Europe Capital Appreciation Fund, Fidelity Japan Fund, Fidelity Japan Smaller Companies Fund, Fidelity Latin American Fund, Fidelity Nordic Fund, Fidelity Pacific Basin Fund and Fidelity Southeast Asia Fund (the Funds) are funds of Fidelity Investment Trust (the trust). The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Funds are diversified with the exception of Fidelity Latin America Fund. Each Fund is authorized to issue an unlimited number of shares. The Fidelity Japan Smaller Companies Fund is currently closed to most new accounts and will reopen on or about December 31, 2008. Certain Funds' investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

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

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

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

3. Significant Accounting Policies.

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

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, each Fund uses independent pricing services approved by the Board of Trustees to value their investments.

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

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

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

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

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

Investment Transactions and Income. For financial reporting purposes, the Funds' investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Funds are informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Funds estimate the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Income Tax Information and Distributions to Shareholders. Each year, each Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. Each Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Funds' federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on each Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

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

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

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

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

 

Cost for Federal
Income Tax
Purposes

Unrealized
Appreciation

Unrealized
Depreciation

Net Unrealized
Appreciation/
(Depreciation)

Europe

$ 3,699,227,211

$ 82,862,400

$ (968,222,947)

$ (885,360,547)

Europe Capital Appreciation

718,614,290

7,561,100

(213,992,500)

(206,431,400)

Japan

1,620,316,417

12,612,277

(547,017,507)

(534,405,230)

Japan Smaller Companies

540,519,334

32,364,233

(121,788,720)

(89,424,487)

Latin America

2,729,122,745

506,146,428

(930,039,644)

(423,893,216)

Nordic

499,791,073

8,142,793

(175,775,102)

(167,632,309)

Pacific Basin

696,467,540

23,237,652

(303,691,170)

(280,453,518)

Southeast Asia

2,473,006,716

27,892,477

(896,302,758)

(868,410,281)

 

Undistributed
Ordinary Income

Capital Loss
Carryforward

Europe

$ 76,188,611

$ (413,142,102)

Europe Capital Appreciation

17,546,287

(193,924,656)

Japan

10,938,553

(151,185,501)

Japan Smaller Companies

2,683,240

(58,533,238)

Latin America

20,066,693

(156,435,569)

Nordic

14,374,046

(90,962,421)

Pacific Basin

-

(161,686)

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

The tax character of distributions paid was as follows:

October 31, 2008

Ordinary Income

Long-term
Capital Gains

Total

Europe

$ 146,775,758

$ 287,727,058

$ 434,502,816

Europe Capital Appreciation

75,043,543

119,911,765

194,955,308

Japan

3,964,749

236,930,224

240,894,973

Japan Smaller Companies

1,282,366

13,464,846

14,747,212

Latin America

58,822,488

155,654,931

214,477,419

Nordic

43,670,192

31,166,331

74,836,523

Pacific Basin

7,436,752

131,157,223

138,593,975

Southeast Asia

237,858,086

163,212,004

401,070,090

October 31, 2007

Ordinary Income

Long-term
Capital Gains

Total

Europe

$ 118,437,528

$ 418,419,221

$ 536,856,749

Europe Capital Appreciation

20,918,102

84,526,190

105,444,292

Japan

1,030,851

23,709,588

24,740,439

Japan Smaller Companies

857,665

30,875,932

31,733,597

Latin America

48,023,908

60,491,350

108,515,258

Nordic

3,011,989

5,296,944

8,308,933

Pacific Basin

16,899,819

66,610,170

83,509,989

Southeast Asia

37,369,256

64,061,576

101,430,832

Short-Term Trading (Redemption) Fees. Shares held in Japan, Japan Smaller Companies, Latin America, Nordic, Pacific Basin and Southeast Asia less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. Shares held in Europe and Europe Capital Appreciation less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Funds and accounted for as an addition to paid in capital.

New Accounting Pronouncements. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

In addition, in March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for reporting periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures to provide information about the reasons the Funds invest in derivative instruments, the accounting treatment and the effect derivatives have on financial performance.

4. Operating Policies.

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

Futures Contracts. Certain Funds may use futures contracts to manage their exposure to the stock market. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in each applicable fund's Schedule of Investments. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms.

Annual Report

4. Operating Policies - continued

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

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, are noted in the table below.

 

Purchases ($)

Sales ($)

Europe

4,469,000,352

4,710,953,171

Europe Capital Appreciation

1,075,641,867

1,395,908,072

Japan

1,152,221,837

1,155,863,310

Japan Smaller Companies

508,021,087

580,113,189

Latin America

2,769,792,244

3,160,431,435

Nordic

506,118,715

726,672,016

Pacific Basin

642,759,832

802,511,740

Southeast Asia

5,360,953,774

6,815,633,874

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Funds with investment management related services for which the Funds pay a monthly management fee. The management fee is the sum of an individual fund fee rate and a group fee rate. The individual fund fee rate is applied to each Fund's average net assets. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee for Europe, Europe Capital Appreciation, Japan, Pacific Basin and Southeast Asia is subject to a performance adjustment (up to a maximum ± .20% of each applicable Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on each Fund's relative investment performance as compared to an appropriate benchmark index. For the period, each Fund's annual management fee rate expressed as a percentage of each Fund's average net assets, including the performance adjustment, if applicable was as follows:

 

Individual Rate

Group Rate

Total

Europe

.45%

.26%

.72%

Europe Capital Appreciation

.45%

.26%

.84%

Japan

.45%

.26%

.81%

Japan Smaller Companies

.45%

.26%

.71%

Latin America

.45%

.26%

.71%

Nordic

.45%

.26%

.71%

Pacific Basin

.45%

.26%

.82%

Southeast Asia

.45%

.26%

.84%

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the Funds' transfer, dividend disbursing and shareholder servicing agent. FIIOC receives account fees and asset-based fees that vary according to account size and type of account. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the Funds' transfer agent. For the period, the transfer agent fees were equivalent to the following annual rates expressed as a percentage of average net assets:

Europe

.23%

Europe Capital Appreciation

.23%

Japan

.24%

Japan Smaller Companies

.23%

Latin America

.20%

Nordic

.27%

Pacific Basin

.25%

Southeast Asia

.23%

Accounting and Security Lending Fees. FSC maintains each Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. Certain Funds placed a portion of their portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were as follows:

 

Amount

Europe Capital Appreciation

$ 712

Latin America

3,429

Pacific Basin

9

Southeast Asia

468

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

 

Borrower or
Lender

Average
Daily Loan
Balance

Weighted
Average
Interest Rate

Interest
Expense

Europe

Borrower

$ 10,300,000

4.71%

$ 4,042

Latin America

Borrower

44,676,778

4.19

46,841

Nordic

Borrower

5,172,250

3.15

3,619

Pacific Basin

Borrower

5,736,667

3.00

1,432

Southeast Asia

Borrower

29,831,000

4.36

21,669

7. Committed Line of Credit.

Certain Funds participate with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The participating funds have agreed to pay commitment fees on their pro rata portion of the line of credit, which is reflected in Miscellaneous Expense on the Statement of Operations, and is as follows:

Europe

$ 9,324

Europe Capital Appreciation

2,047

Japan

3,086

Japan Smaller Companies

1,230

Latin America

11,314

Nordic

1,488

Pacific Basin

1,832

Southeast Asia

7,967

During the period, there were no borrowings on this line of credit.

8. Security Lending.

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

Annual Report

9. Bank Borrowings.

Each Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. Each Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. At period end, there were no bank borrowings outstanding. Each applicable Fund's activity in this program during the period for which loans were outstanding was as follows:

 

Average Daily Loan Balance

Weighted Average Interest Rate

Interest Expense

Southeast Asia

$ 10,480,000

3.29%

$ 1,913

10. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of certain Funds provided services to these Funds in addition to trade execution. These services included payments of expenses on behalf of each applicable Fund. In addition, through arrangements with each applicable Fund's custodian and transfer agent, credits realized as a result of uninvested cash balances were used to reduce each applicable Fund's expenses. All of the applicable expense reductions are noted in the table below.

 

Brokerage Service Arrangements

Custody
expense
reduction

Transfer
Agent
expense
reduction

Europe

$ 2,101,989

$ 6,893

$ 244,891

Europe Capital Appreciation

430,501

-

10,252

Japan

205,650

188

65,896

Japan Smaller Companies

76,815

-

10,246

Latin America

694,825

9,090

65,399

Nordic

149,164

11,518

8,530

Pacific Basin

459,326

-

13,674

Southeast Asia

5,142,110

4,237

69,362

11. Other.

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

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, Europe Capital Appreciation and Pacific Basin had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, Europe Capital Appreciation and Pacific Basin may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to Europe Capital Appreciation and Pacific Basin relating to the terminated trades and agreements is immaterial.

At the end of the period, FMR or its affiliates were the owners of record of approximately 24% of the total outstanding shares of Japan Smaller Companies. Fidelity Freedom Fund 2020 was the owner of record of approximately 18% and 15% of the total outstanding shares of Europe and Japan, respectively. Fidelity Freedom Fund 2030 was the owner of record of approximately 16% and 13% of the total outstanding shares of Europe and Japan, respectively. The Fidelity Freedom Funds were the owners of record, in the aggregate, of approximately 73% and 60% of the total outstanding shares of Europe and Japan, respectively.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid each fund the following amounts, which is recorded in each applicable Fund's accompanying Statement of Operations:

Europe

$ 693

Europe Capital Appreciation

2,019

Latin America

380

Annual Report

Notes to Financial Statements - continued

11. Other - continued

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

Annual Report

Report of Independent Registered Public Accounting Firm

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

Fidelity Canada Fund,

Fidelity China Region Fund,

Fidelity Emerging Markets Fund,

Fidelity Europe Fund,

Fidelity Japan Fund,

Fidelity Japan Smaller Companies Fund,

Fidelity Latin America Fund,

Fidelity Nordic Fund,

Fidelity Pacific Basin Fund,

Fidelity Southeast Asia Fund

In our opinion, the accompanying statements of assets and liabilities, including the schedules of investments, and the related statements of operations and of changes in net and the financial highlights present fairly, in all material respects, the financial position of Fidelity Canada Fund, Fidelity China Region Fund, Fidelity Emerging Markets Fund, Fidelity Europe Fund, Fidelity Japan Fund, Fidelity Japan Smaller Companies Fund, Fidelity Latin America Fund, Fidelity Nordic Fund, Fidelity Pacific Basin Fund and Fidelity Southeast Asia Fund (funds of Fidelity Investment Trust) at October 31, 2008, the results of each of their operations for the year then ended, the changes in their net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Investment Trust's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Report of Independent Registered Public Accounting Firm

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

We have audited the accompanying statement of assets and liabilities of Fidelity Europe Capital Appreciation Fund (the Fund), a fund of Fidelity Investment Trust (the Trust) including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Europe Capital Appreciation Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

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

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

Interested Trustees*:

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

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

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

James C. Curvey (73)

 

Year of Election or Appointment: 2007

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

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

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

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

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

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

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

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

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

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

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

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

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

Annual Report

Advisory Board Member and Executive Officers**:

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

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

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

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

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

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

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

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

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

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

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

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

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

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

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

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

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

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

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

 

Pay Date

Record Date

Dividends

Capital Gains

Fidelity Canada Fund

12/08/08

12/05/08

$ 0.128

$ 0.00

Fidelity China Region Fund

12/08/08

12/05/08

$ 0.171

$ 0.00

Fidelity Emerging Markets Fund

12/08/08

12/05/08

$ 0.240

$ 0.00

Fidelity Europe Fund

12/08/08

12/05/08

$ 0.730

$ 0.00

Fidelity Europe Capital Appreciation Fund

12/08/08

12/05/08

$ 0.560

$ 0.00

Fidelity Japan Fund

12/08/08

12/05/08

$ 0.110

$ 0.01

Fidelity Japan Smaller Companies Fund

12/08/08

12/05/08

$ 0.040

$ 0.01

Fidelity Latin America Fund

12/08/08

12/05/08

$ 0.350

$ 0.00

Fidelity Nordic Fund

12/08/08

12/05/08

$ 1.060

$ 0.00

Fidelity Pacific Basin Fund

12/08/08

12/05/08

$ 0.070

$ 0.00

Fidelity Southeast Asia Fund

12/08/08

12/05/08

$ 0.180

$ 0.00

The funds hereby designate as capital gain dividend the amounts noted below for the taxable year ended October 31,2008, or, if subsequently determined to be different, the net capital gain of such year.

Fidelity Southeast Asia Fund

$14,415,321

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

Fidelity Canada Fund

18%

Fidelity China Region Fund

8%

Fidelity Emerging Markets Fund

100%

Fidelity Europe Fund

59%

Fidelity Europe Capital Appreciation Fund

33%

Fidelity Japan Fund

100%

Fidelity Japan Smaller Companies Fund

100%

Fidelity Latin America Fund

98%

Fidelity Nordic Fund

83%

Fidelity Pacific Basin Fund

99%

Fidelity Southeast Asia Fund

11%

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

 

Pay Date

Income

Taxes

Fidelity Canada Fund

12/10/07

$0.750

$0.1060

Fidelity China Region Fund

12/10/07

$0.461

$0.0444

Fidelity Emerging Markets Fund

12/10/07

$0.276

$0.0455

Fidelity Europe Fund

12/10/07

$0.599

$0.1166

Fidelity Europe Capital Appreciation Fund

12/10/07

$0.650

$0.0837

Fidelity Japan Fund

12/10/07

$0.056

$0.0163

Fidelity Japan Smaller Companies Fund

12/10/07

$0.030

$0.0104

Fidelity Latin America Fund

12/10/07

$0.588

$0.1195

Fidelity Nordic Fund

12/10/07

$1.089

$0.1409

Fidelity Pacific Basin Fund

12/10/07

$0.255

$0.0354

Fidelity Southeast Asia Fund

12/10/07

$0.359

$0.0444

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of each fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of each fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal for Fidelity Canada Fund concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

545,276,762.04

23.721

Against

1,445,066,492.42

62.863

Abstain

112,739,966.65

4.905

Broker Non-Votes

195,653,438.02

8.511

TOTAL

2,298,736,659.13

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Targeted International Equity Funds

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

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of each fund's Advisory Contracts, including the services and support provided to each fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to each fund and its shareholders (including the investment performance of each fund); (ii) the competitiveness of each fund's management fee and total expenses of; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with each fund; (iv) the extent to which economies of scale would be realized as each fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to each fund's agreement with Fidelity Management & Research (U.K.) Inc.

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

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

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

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

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

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of a fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance (except Emerging Markets Fund, Europe Capital Appreciation Fund, Europe Fund and Japan Fund). The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance (for retail class, in the case of Canada Fund), as well as each fund's relative investment performance (for retail class, in the case of Canada Fund) measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare any of the funds' performance. For each fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the fund's cumulative total returns and the cumulative total returns of a broad-based securities market index ("benchmark"). (The Advisor classes of Canada Fund had less than one year of performance as of December 31, 2007. China Region Fund did not offer Advisor classes as of December 31, 2007.)

Fidelity Canada Fund

fid658

The Board stated that the investment performance of Fidelity Canada (retail class) of the fund compared favorably to its benchmark for all the periods shown.

Annual Report

Fidelity China Region Fund

fid660

The Board stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

Fidelity Japan Smaller Companies Fund

fid662

The Board stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that will be taken by FMR to attempt to improve the fund's below-benchmark performance. The Board will continue to closely monitor the performance of the fund in the coming year.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Latin America Fund

fid664

The Board stated that the investment performance of the fund was lower than its benchmark for all the periods shown. The Board discussed with FMR actions that will be taken to attempt to improve the fund's below-benchmark performance. The Board will continue to closely monitor the performance of the fund in the coming year.

Fidelity Nordic Fund

fid666

The Board stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

Annual Report

Fidelity Pacific Basin Fund

fid668

The Board stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

Fidelity Southeast Asia Fund

fid670

The Board stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

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

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance (Emerging Markets Fund and Europe Capital Appreciation Fund). The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance, as well as each fund's relative investment performance measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. For each fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Emerging Markets Fund did not offer Class K as of December 31, 2007.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Fidelity Emerging Markets Fund

fid672

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

Fidelity Europe Capital Appreciation Fund

fid674

Annual Report

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

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

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Investment Performance (Europe Fund and Japan Fund). The Board considered whether each fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed each fund's absolute investment performance, as well as each fund's relative investment performance measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. For each fund, the following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Fidelity Europe Fund

fid676

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Japan Fund

fid678

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

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

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

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

Competitiveness of Management Fee and Total Fund Expenses. The Board considered each fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how each fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" (and, for each of Europe Fund and Japan Fund, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons). The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to a fund's performance adjustment (if applicable). "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 14% would mean that 86% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked and the impact of a fund's performance adjustment (if applicable), is also included in the charts and considered by the Board.

Annual Report

Fidelity Canada Fund

fid680

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

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

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

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

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

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

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity China Region Fund

fid682

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007.

Fidelity Japan Smaller Companies Fund

fid684

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007.

Annual Report

Fidelity Latin America Fund

fid686

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007.

Fidelity Nordic Fund

fid688

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Pacific Basin Fund

fid690

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Furthermore, the Board considered that shareholders of Pacific Basin Fund approved a prospective change in the index used to calculate the fund's performance adjustment, beginning April 1, 2001. The Board also considered that, because the performance adjustment is based on a rolling 36-month measurement period, during a transition period the fund's performance is compared to a blended index return that reflects the performance of the former index for the portion of the measurement period prior to April 1, 2001 and the performance of the current index for the remainder of the measurement period. The Board noted that the fund's performance adjustments for 2003 and 2004 shown in the chart above reflect the effect of using the blended index return to calculate the fund's performance adjustment.

Fidelity Southeast Asia Fund

fid692

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Fidelity Emerging Markets Fund

fid694

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007.

Fidelity Europe Capital Appreciation Fund

fid696

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity Europe Fund

fid698

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Fidelity Japan Fund

fid700

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that each fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each fund's total expenses (except Canada Fund), the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of Europe Fund's, Europe Capital Appreciation Fund's, Japan Fund's, Pacific Basin Fund's and Southeast Asia Fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each fund compared to competitive fund median expenses. Each fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

Annual Report

The Board noted that each fund's total expenses ranked below its competitive median for 2007.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that each fund's total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing each fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for each fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies. PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the funds' business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of each fund and determined that the amount of profit is a fair entrepreneurial profit for the management of each fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including each fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which each fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that each fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although Japan Smaller Companies Fund is partially closed to new investors, it continues to incur investment management expenses, and marketing and distribution expenses related to the retention of existing shareholders and assets. The Board further noted that Japan Smaller Companies Fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that each fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company
Fidelity Investments Japan Limited
FIL Investment Advisors
FIL Investment Advisors
(U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional

Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodians

JPMorgan Chase Bank
New York, NY

Emerging Markets Fund, Japan Fund, Pacific Basin Fund

Brown Brothers Harriman & Co.
Boston, MA

China Region Fund, Latin America Fund, Nordic Fund

Mellon Bank, N.A.
Pittsburgh, PA

Canada Fund, Europe Fund

The Northern Trust Company
Chicago, IL

Europe Capital Appreciation Fund, Japan Smaller Companies Fund, Southeast Asia Fund

Fidelity's International Equity Funds

Canada Fund

China Region Fund

Diversified International Fund

Emerging Europe, Middle East, Africa (EMEA) Fund

Emerging Markets Fund

Europe Fund

Europe Capital Appreciation Fund

Global Balanced Fund

International Capital Appreciation

International Discovery Fund

International Growth Fund

International Small Cap Fund

International Small Cap Opportunities Fund

International Value Fund

Japan Fund

Japan Smaller Companies Fund

Latin America Fund

Nordic Fund

Overseas Fund

Pacific Basin Fund

Southeast Asia Fund

Total International Equity

Worldwide Fund

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
www.fidelity.com

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

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(8 a.m. - 9 p.m.)

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for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

fid704

TIF-UANN-1208
1.888176.100

Fidelity Advisor
Canada Fund
Class A, Class T, Class B, and Class C

Annual Report

October 31, 2008

Class A, Class T, Class B, and Class C are
classes of Fidelity® Canada Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75% sales charge)A

-45.55%

9.60%

12.35%

Class T (incl. 3.50% sales charge) B

-44.41%

10.03%

12.58%

Class B (incl. contingent deferred sales charge) C

-45.40%

10.37%

12.89%

Class C (incl. contingent deferred sales charge) D

-43.23%

10.65%

12.89%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower. Class B shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 5%, 2%, and 0% respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to May 2, 2007 would have been lower. Class C shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 1%, 0%, and 0%, respectively.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor Canada Fund - Class A on October 31, 1998, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the S&P/TSX Composite Index performed over the same period. The initial offering of Class A took place on May 2, 2007. See above for additional information regarding the performance of Class A.


fid719

Annual Report

Management's Discussion of Fund Performance

Comments from Douglas Lober, who became Portfolio Manager of Fidelity Advisor Canada Fund on September 1, 2008

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year ending October 31, 2008, the fund's Class A, Class T, Class B and Class C shares declined 42.23%, 42.40%, 42.68% and 42.69%, respectively (excluding sales charges), beating the 46.37% decline of the S&P/TSX Composite Index. Prudent stock selection in the energy and materials sectors supported the fund's return versus the benchmark. Overweighted positions in oil and natural gas pipeline company TransCanada, fertilizer company Potash Corp. of Saskatchewan, Toronto-Dominion Bank and transportation manufacturer Bombardier made these stocks the fund's top contributors. Having virtually no exposure to floundering telecommunications equipment maker and index component Nortel Networks also helped when equipment investment cutbacks by telecom carriers drove down this company's stock. Underweighting Canadian Imperial Bank of Commerce also helped when this stock faltered. Lastly, the fund's cash holdings boosted performance substantially. On the other hand, we missed the strength of pipeline company Enbridge, having chosen to invest in TransCanada instead, and we had disappointing results from our positioning in Bank of Nova Scotia, T-shirt manufacturer Gildan Activewear, and gold mining companies Yamana Gold and Barrick Gold, both of which declined along with other commodities stocks during the period. Currency fluctuations also dampened performance.

Note to shareholders: Fidelity Advisor Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2008, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Canada

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds and redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 628.90

$ 5.61

HypotheticalA

 

$ 1,000.00

$ 1,018.25

$ 6.95

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 628.00

$ 6.79

HypotheticalA

 

$ 1,000.00

$ 1,016.79

$ 8.42

Class B

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 626.40

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Class C

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 626.40

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Canada

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 629.80

$ 4.38

HypotheticalA

 

$ 1,000.00

$ 1,019.76

$ 5.43

Institutional Class

1.14%

 

 

 

Actual

 

$ 1,000.00

$ 629.60

$ 4.67

HypotheticalA

 

$ 1,000.00

$ 1,019.41

$ 5.79

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Canada

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Canada

92.8%

 

fid272

United States of America

7.2%

 

fid723

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid254

Canada

92.0%

 

fid272

United States of America

8.0%

 

fid727

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.5

91.9

Short-Term Investments and Net Other Assets

1.5

8.1

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Bank of Canada (Commercial Banks)

6.5

3.5

Toronto-Dominion Bank (Commercial Banks)

6.2

4.4

EnCana Corp. (Oil, Gas & Consumable Fuels)

6.2

5.0

Canadian Natural Resources Ltd. (Oil, Gas & Consumable Fuels)

5.2

3.9

Canadian National Railway Co. (Road & Rail)

4.3

0.4

TransCanada Corp. (Oil, Gas & Consumable Fuels)

4.3

3.3

Potash Corp. of Saskatchewan, Inc. (Chemicals)

3.5

5.0

Research In Motion Ltd. (Communications Equipment)

3.4

4.4

Manulife Financial Corp. (Insurance)

3.3

4.2

Rogers Communications, Inc. Class B (non-vtg.) (Wireless Telecommunication Services)

2.9

2.8

 

45.8

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

28.8

27.9

Financials

27.8

21.2

Materials

11.3

14.8

Industrials

7.7

9.2

Telecommunication Services

7.0

4.9

Consumer Staples

5.7

3.2

Information Technology

5.3

6.9

Consumer Discretionary

3.1

3.5

Health Care

1.4

0.3

Utilities

0.4

0.0

Annual Report

Canada

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.5%

Shares

Value

CONSUMER DISCRETIONARY - 3.1%

Hotels, Restaurants & Leisure - 0.9%

McDonald's Corp.

250,000

$ 14,482,500

Tim Hortons, Inc.

500,000

12,585,000

 

27,067,500

Media - 1.7%

Astral Media, Inc. Class A (non-vtg.)

340,000

7,858,517

Corus Entertainment, Inc. Class B (non-vtg.) (d)

550,000

6,431,415

Groupe Aeroplan, Inc.

490,000

4,254,686

Quebecor, Inc. Class B (sub. vtg.)

900,000

14,681,539

Thomson Reuters Corp. (d)

400,000

9,414,497

Yellow Pages Income Fund (d)

900,000

6,530,934

 

49,171,588

Textiles, Apparel & Luxury Goods - 0.5%

Gildan Activewear, Inc. (a)

560,000

13,050,257

TOTAL CONSUMER DISCRETIONARY

89,289,345

CONSUMER STAPLES - 5.7%

Food & Staples Retailing - 3.3%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

1,210,000

16,306,601

George Weston Ltd.

80,000

4,080,942

Metro, Inc. Class A (sub. vtg.)

940,000

23,659,811

Shoppers Drug Mart Corp.

1,300,000

50,024,880

 

94,072,234

Food Products - 1.4%

Campbell Soup Co.

460,000

17,457,000

General Mills, Inc.

280,000

18,967,200

Viterra, Inc. (a)

809,300

5,134,471

 

41,558,671

Household Products - 1.0%

Procter & Gamble Co.

450,000

29,043,000

TOTAL CONSUMER STAPLES

164,673,905

ENERGY - 28.8%

Energy Equipment & Services - 0.1%

Flint Energy Services Ltd. (a)

260,000

1,498,590

Precision Drilling Trust (d)

163,300

1,760,574

 

3,259,164

Oil, Gas & Consumable Fuels - 28.7%

Cameco Corp.

1,050,000

17,180,710

Canadian Natural Resources Ltd.

2,950,000

148,796,650

Canadian Oil Sands Trust

1,250,000

33,525,460

Enbridge, Inc.

608,900

21,138,293

EnCana Corp.

3,500,000

177,728,479

Exxon Mobil Corp.

400,000

29,648,000

Husky Energy, Inc.

1,500,000

45,032,344

 

Shares

Value

Imperial Oil Ltd.

900,000

$ 31,833,637

Keyera Facilities Income Fund

2,050,000

31,044,120

Nexen, Inc.

1,350,000

21,428,927

Niko Resources Ltd.

240,000

10,509,206

Petro-Canada

1,450,000

36,243,987

Suncor Energy, Inc.

2,950,000

70,826,422

Talisman Energy, Inc.

2,700,000

26,668,602

TransCanada Corp.

4,100,000

123,836,457

 

825,441,294

TOTAL ENERGY

828,700,458

FINANCIALS - 27.8%

Capital Markets - 0.1%

IGM Financial, Inc.

100,000

3,022,060

Commercial Banks - 18.1%

Bank of Montreal (d)

1,609,300

57,415,895

Bank of Nova Scotia

1,500,000

49,995,853

Canadian Imperial Bank of Commerce

784,600

35,566,625

National Bank of Canada

280,000

10,498,258

Royal Bank of Canada

4,840,000

188,012,608

Toronto-Dominion Bank

3,800,000

179,379,665

 

520,868,904

Diversified Financial Services - 0.3%

Onex Corp. (sub. vtg.)

400,000

6,916,570

TMX Group, Inc.

145,000

3,395,920

 

10,312,490

Insurance - 7.7%

Fairfax Financial Holdings Ltd.

90,000

24,705,590

ING Canada, Inc.

525,000

14,285,329

Manulife Financial Corp.

4,800,000

96,015,923

Power Corp. of Canada (sub. vtg.)

2,100,000

45,629,458

Sun Life Financial, Inc.

1,700,000

39,969,315

 

220,605,615

Real Estate Investment Trusts - 0.1%

RioCan (REIT)

250,000

3,485,238

Real Estate Management & Development - 1.5%

Brookfield Asset Management, Inc. Class A (d)

2,050,000

35,872,450

Brookfield Properties Corp.

650,000

6,558,504

 

42,430,954

TOTAL FINANCIALS

800,725,261

HEALTH CARE - 1.4%

Health Care Equipment & Supplies - 0.7%

Baxter International, Inc.

300,000

18,147,000

Noveko International, Inc. (a)

2,500,000

2,944,103

 

21,091,103

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - 0.7%

Johnson & Johnson

300,000

$ 18,402,000

TOTAL HEALTH CARE

39,493,103

INDUSTRIALS - 7.7%

Aerospace & Defense - 1.4%

Bombardier, Inc. Class B (sub. vtg.)

9,900,000

38,177,973

CAE, Inc.

500,000

2,931,664

 

41,109,637

Construction & Engineering - 0.8%

SNC-Lavalin Group, Inc.

815,000

21,405,747

Road & Rail - 5.2%

Canadian National Railway Co.

2,870,000

124,530,105

Canadian Pacific Railway Ltd.

550,000

24,881,821

 

149,411,926

Trading Companies & Distributors - 0.3%

Finning International, Inc.

705,000

8,565,475

TOTAL INDUSTRIALS

220,492,785

INFORMATION TECHNOLOGY - 5.3%

Communications Equipment - 3.4%

Research In Motion Ltd. (a)(d)

1,910,000

96,321,310

Computers & Peripherals - 0.3%

Hewlett-Packard Co.

250,000

9,570,000

Internet Software & Services - 0.3%

Open Text Corp. (a)

350,000

8,870,459

IT Services - 1.3%

CGI Group, Inc. Class A (sub. vtg.) (a)

4,690,000

37,417,316

TOTAL INFORMATION TECHNOLOGY

152,179,085

MATERIALS - 11.3%

Chemicals - 4.1%

Agrium, Inc.

460,000

17,613,369

Potash Corp. of Saskatchewan, Inc.

1,180,000

100,606,802

 

118,220,171

Metals & Mining - 7.2%

Agnico-Eagle Mines Ltd.

200,000

5,516,669

Barrick Gold Corp. (d)

3,600,000

82,282,302

Goldcorp, Inc.

3,350,000

62,621,496

Kinross Gold Corp.

2,350,000

24,458,865

Orezone Resources, Inc. Class A (a)

10,000,000

1,617,184

Shore Gold, Inc. (a)

400,000

208,990

Teck Cominco Ltd. Class B (sub. vtg.)

1,900,000

18,908,608

Yamana Gold, Inc.

2,700,000

12,875,270

 

208,489,384

TOTAL MATERIALS

326,709,555

 

Shares

Value

TELECOMMUNICATION SERVICES - 7.0%

Diversified Telecommunication Services - 4.1%

BCE, Inc.

2,750,000

$ 79,890,944

TELUS Corp.

1,050,000

37,069,580

 

116,960,524

Wireless Telecommunication Services - 2.9%

Rogers Communications, Inc. Class B (non-vtg.)

2,900,000

84,152,430

TOTAL TELECOMMUNICATION SERVICES

201,112,954

UTILITIES - 0.4%

Electric Utilities - 0.3%

Fortis, Inc.

400,000

8,724,498

Multi-Utilities - 0.1%

Canadian Utilities Ltd. Class A (non-vtg.)

100,000

3,516,338

TOTAL UTILITIES

12,240,836

TOTAL COMMON STOCKS

(Cost $3,177,288,022)

2,835,617,287

Money Market Funds - 4.2%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

44,876,838

44,876,838

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

74,627,890

74,627,890

TOTAL MONEY MARKET FUNDS

(Cost $119,504,728)

119,504,728

TOTAL INVESTMENT
PORTFOLIO - 102.7%

(Cost $3,296,792,750)

2,955,122,015

NET OTHER ASSETS - (2.7)%

(76,419,060)

NET ASSETS - 100%

$ 2,878,702,955

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 7,406,661

Fidelity Securities Lending Cash Central Fund

7,155,677

Total

$ 14,562,338

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $109,618,723 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Canada

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $70,624,731) - See accompanying schedule:

Unaffiliated issuers
(cost $3,177,288,022)

$ 2,835,617,287

 

Fidelity Central Funds
(cost $119,504,728)

119,504,728

 

Total Investments (cost $3,296,792,750)

 

$ 2,955,122,015

Cash

50,940

Foreign currency held at value
(cost $1,751,041)

1,751,041

Receivable for investments sold

37,624,117

Receivable for fund shares sold

6,126,409

Dividends receivable

3,564,722

Distributions receivable from Fidelity Central Funds

930,110

Prepaid expenses

1,171

Other receivables

560,878

Total assets

3,005,731,403

 

 

 

Liabilities

Payable for investments purchased

$ 39,987,092

Payable for fund shares redeemed

8,966,712

Accrued management fee

2,327,601

Distribution fees payable

37,935

Other affiliated payables

956,398

Other payables and accrued expenses

124,820

Collateral on securities loaned, at value

74,627,890

Total liabilities

127,028,448

 

 

 

Net Assets

$ 2,878,702,955

Net Assets consist of:

 

Paid in capital

$ 3,364,193,370

Undistributed net investment income

26,382,786

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(170,169,032)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(341,704,169)

Net Assets

$ 2,878,702,955

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption
price per share ($56,241,768 ÷ 1,472,410 shares)

$ 38.20

 

 

 

Maximum offering price per share (100/94.25 of $38.20)

$ 40.53

Class T:
Net Asset Value
and redemption
price per share ($14,962,665 ÷ 392,759 shares)

$ 38.10

 

 

 

Maximum offering price per share (100/96.50 of $38.10)

$ 39.48

Class B:
Net Asset Value
and offering
price per share ($5,614,606 ÷ 148,110 shares)A

$ 37.91

 

 

 

Class C:
Net Asset Value
and offering
price per share ($16,715,712 ÷ 441,756 shares)A

$ 37.84

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($2,776,298,056 ÷ 72,354,690 shares)

$ 38.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,870,148 ÷ 231,554 shares)

$ 38.31

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Canada
Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2008

Investment Income

 

 

Dividends

 

$ 88,816,652

Interest

 

3,342,141

Income from Fidelity Central Funds (including $7,155,677 from security lending)

 

14,562,338

 

 

106,721,131

Less foreign taxes withheld

 

(13,248,424)

Total income

 

93,472,707

 

 

 

Expenses

Management fee
Basic fee

$ 33,096,529

Performance adjustment

2,474,546

Transfer agent fees

10,148,036

Distribution fees

476,058

Accounting and security lending fees

1,552,365

Custodian fees and expenses

128,586

Independent trustees' compensation

20,487

Registration fees

278,940

Audit

74,475

Legal

21,976

Interest

8,474

Miscellaneous

540,182

Total expenses before reductions

48,820,654

Expense reductions

(1,414,672)

47,405,982

Net investment income (loss)

46,066,725

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(171,748,787)

Foreign currency transactions

(3,938,430)

Total net realized gain (loss)

 

(175,687,217)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(2,180,802,820)

Assets and liabilities in foreign currencies

(200,050)

Total change in net unrealized appreciation (depreciation)

 

(2,181,002,870)

Net gain (loss)

(2,356,690,087)

Net increase (decrease) in net assets resulting from operations

$ (2,310,623,362)

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 46,066,725

$ 33,178,201

Net realized gain (loss)

(175,687,217)

272,277,024

Change in net unrealized appreciation (depreciation)

(2,181,002,870)

1,120,719,255

Net increase (decrease) in net assets resulting from operations

(2,310,623,362)

1,426,174,480

Distributions to shareholders from net investment income

(28,915,979)

(22,989,617)

Distributions to shareholders from net realized gain

(235,022,630)

(65,775,827)

Total distributions

(263,938,609)

(88,765,444)

Share transactions - net increase (decrease)

507,012,286

467,056,549

Redemption fees

3,308,433

1,551,369

Total increase (decrease) in net assets

(2,064,241,252)

1,806,016,954

 

 

 

Net Assets

Beginning of period

4,942,944,207

3,136,927,253

End of period (including undistributed net investment income of $26,382,786 and undistributed net investment income of $26,450,845, respectively)

$ 2,878,702,955

$ 4,942,944,207

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.16

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .39

.19

Net realized and unrealized gain (loss)

  (28.71)

15.96

Total from investment operations

  (28.32)

16.15

Distributions from net investment income

  (.41)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.68)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 38.20

$ 70.16

Total Return B, C, D

  (42.23)%

29.93%

Ratios to Average Net Assets F, I

 

 

Expenses before reductions

  1.34%

1.23% A

Expenses net of fee waivers, if any

  1.34%

1.23% A

Expenses net of all reductions

  1.31%

1.22% A

Net investment income (loss)

  .69%

.63% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 56,242

$ 20,912

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.09

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .23

.09

Net realized and unrealized gain (loss)

  (28.66)

15.99

Total from investment operations

  (28.43)

16.08

Distributions from net investment income

  (.33)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.60)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 38.10

$ 70.09

Total ReturnB, C, D

  (42.40)%

29.80%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  1.63%

1.48% A

Expenses net of fee waivers, if any

  1.63%

1.48% A

Expenses net of all reductions

  1.60%

1.47% A

Net investment income (loss)

  .40%

.30% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 14,963

$ 14,522

Portfolio turnover rateG

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 69.88

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  (.06)

(.06)

Net realized and unrealized gain (loss)

  (28.54)

15.93

Total from investment operations

  (28.60)

15.87

Distributions from net investment income

  (.14)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.41)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 37.91

$ 69.88

Total ReturnB, C, D

  (42.68)%

29.41%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  2.13%

2.00% A

Expenses net of fee waivers, if any

  2.13%

2.00%A

Expenses net of all reductions

  2.10%

1.99%A

Net investment income (loss)

  (.10)%

(.21)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 5,615

$ 4,078

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 69.91

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  (.05)

(.04)

Net realized and unrealized gain (loss)

  (28.52)

15.94

Total from investment operations

  (28.57)

15.90

Distributions from net investment income

  (.27)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.54)

-

Redemption fees added to paid in capitalE

  .04

.01

Net asset value, end of period

$ 37.84

$ 69.91

Total ReturnB, C, D

  (42.69)%

29.46%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  2.13%

1.99% A

Expenses net of fee waivers, if any

  2.13%

1.99%A

Expenses net of all reductions

  2.10%

1.97%A

Net investment income (loss)

  (.10)%

(.15)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 16,716

$ 8,752

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Canada

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 70.25

$ 49.48

$ 39.14

$ 31.87

$ 25.13

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .58

.52

.34

.20

.10

Net realized and unrealized gain (loss)

  (28.83)

21.62

10.15

7.12

6.74

Total from investment operations

  (28.25)

22.14

10.49

7.32

6.84

Distributions from net investment income

  (.40)

(.36)

(.16)

(.08)

(.13)

Distributions from net realized gain

  (3.27)

(1.03)

(.01)

-

-

Total distributions

  (3.67)

(1.39)

(.17)

(.08)

(.13)

Redemption fees added to paid in capitalB

  .04

.02

.02

.03

.03

Net asset value, end of period

$ 38.37

$ 70.25

$ 49.48

$ 39.14

$ 31.87

Total ReturnA

  (42.06)%

46.03%

26.93%

23.11%

27.45%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.03%

.96%

1.00%

1.08%

1.20%

Expenses net of fee waivers, if any

  1.03%

.96%

1.00%

1.08%

1.20%

Expenses net of all reductions

  1.00%

.94%

.97%

1.04%

1.15%

Net investment income (loss)

  1.00%

.94%

.74%

.55%

.34%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,776,298

$ 4,890,617

$ 3,136,927

$ 1,722,516

$ 413,319

Portfolio turnover rateD

  63%

42%

50%

24%

47%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.25

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .52

.25

Net realized and unrealized gain (loss)

  (28.78)

15.99

Total from investment operations

  (28.26)

16.24

Distributions from net investment income

  (.45)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.72)

-

Redemption fees added to paid in capitalD

  .04

.01

Net asset value, end of period

$ 38.31

$ 70.25

Total ReturnB, C

  (42.11)%

30.09%

Ratios to Average Net AssetsE, H

 

 

Expenses before reductions

  1.11%

1.01%A

Expenses net of fee waivers, if any

  1.11%

1.01%A

Expenses net of all reductions

  1.08%

.99%A

Net investment income (loss)

  .92%

.83%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 8,870

$ 4,064

Portfolio turnover rateF

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Canada

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Canada, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 324,549,848

Unrealized depreciation

(726,804,328)

Net unrealized appreciation (depreciation)

(402,254,480)

Undistributed ordinary income

2,358,954

Capital loss carryforward

(109,618,723)

 

 

Cost for federal income tax purposes

$ 3,357,376,495

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 73,476,845

$ 44,702,026

Long-term Capital Gains

190,461,764

44,063,418

Total

$ 263,938,609

$ 88,765,444

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

Canada
Notes to Financial Statements - continued

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,167,394,306 and $2,747,790,024, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment(up to a maximum of +/- .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Canada as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .76% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 134,706

$ 11,780

Class T

.25%

.25%

94,298

591

Class B

.75%

.25%

59,556

44,734

Class C

.75%

.25%

187,498

129,911

 

 

 

$ 476,058

$ 187,016

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 153,357

Class T

23,474

Class B*

42,730

Class C*

13,585

 

$ 233,146

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Canada. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 147,254

.27

Class T

58,242

.31

Class B

18,975

.32

Class C

58,666

.31

Canada

9,834,578

.22

Institutional Class

30,321

.30

 

$ 10,148,036

 

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $774 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 36,021,500

4.23%

$ 8,474

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $9,367 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

Annual Report

Canada
Notes to Financial Statements - continued

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Canada's operating expenses. During the period, this reimbursement reduced the class' expenses by $48,320.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,316,221 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $10,680. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Canada

$ 39,451

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $1,279, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 171,586

$ -

Class T

73,859

-

Class B

8,835

-

Class C

45,389

-

Canada

28,579,259

22,989,617

Institutional Class

37,051

-

Total

$ 28,915,979

$ 22,989,617

From net realized gain

 

 

Class A

$ 1,361,853

$ -

Class T

736,334

-

Class B

209,359

-

Class C

549,710

-

Canada

231,896,136

65,775,827

Institutional Class

269,238

-

Total

$ 235,022,630

$ 65,775,827

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007 A

2008

2007 A

Class A

 

 

 

 

Shares sold

1,623,645

308,956

$ 96,358,055

$ 19,422,841

Reinvestment of distributions

24,107

-

1,454,159

-

Shares redeemed

(473,393)

(10,905)

(24,545,534)

(645,019)

Net increase (decrease)

1,174,359

298,051

$ 73,266,680

$ 18,777,822

Class T

 

 

 

 

Shares sold

281,102

208,648

$ 16,813,582

$ 12,838,431

Reinvestment of distributions

13,222

-

797,422

-

Shares redeemed

(108,759)

(1,454)

(5,550,777)

(89,047)

Net increase (decrease)

185,565

207,194

$ 12,060,227

$ 12,749,384

Class B

 

 

 

 

Shares sold

143,582

110,050

$ 8,590,562

$ 6,654,427

Reinvestment of distributions

2,917

-

175,839

-

Shares redeemed

(56,743)

(51,696)

(3,089,676)

(3,069,986)

Net increase (decrease)

89,756

58,354

$ 5,676,725

$ 3,584,441

Class C

 

 

 

 

Shares sold

454,502

134,518

$ 27,139,418

$ 8,317,609

Reinvestment of distributions

8,472

-

509,854

-

Shares redeemed

(146,400)

(9,336)

(7,449,898)

(570,425)

Net increase (decrease)

316,574

125,182

$ 20,199,374

$ 7,747,184

Canada

 

 

 

 

Shares sold

34,673,241

32,853,429

$ 2,070,491,480

$ 1,882,759,894

Reinvestment of distributions

3,970,249

1,757,370

239,922,156

85,654,201

Shares redeemed

(35,906,020)

(28,386,777)

(1,927,559,508)

(1,547,811,990)

Net increase (decrease)

2,737,470

6,224,022

$ 382,854,128

$ 420,602,105

Institutional Class

 

 

 

 

Shares sold

377,605

61,781

$ 22,481,855

$ 3,830,515

Reinvestment of distributions

4,721

-

285,066

-

Shares redeemed

(208,616)

(3,937)

(9,811,769)

(234,902)

Net increase (decrease)

173,710

57,844

$ 12,955,152

$ 3,595,613

A Share transactions for Class A, Class T, Class B, Class C and Institutional Class are for the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Canada Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Canada Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Canada Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-
2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-
present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-
present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of [Fidelity Distributors Corporation (FDC)/FDC] (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

Class A designates 18%, Class T designates 20%, Class B designates 24% and Class C designates 21% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/10/07

$.756

$.106

Class T

12/10/07

$.70

$.106

Class B

12/10/07

$.574

$.106

Class C

12/10/07

$.661

$.106

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal for Fidelity Canada Fund concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

545,276,762.04

23.721

Against

1,445,066,492.42

62.863

Abstain

112,739,966.65

4.905

Broker Non-Votes

195,653,438.02

8.511

TOTAL

2,298,736,659.13

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Canada Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of each fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24 hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for Fidelity Canada (retail class), as well as the fund's relative investment performance for Fidelity Canada (retail class) measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the cumulative total returns of Fidelity Canada (retail class) of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). (The Advisor classes of the fund had less than one year of performance as of December 31, 2007.)

Fidelity Canada Fund

fid729

The Board stated that the investment performance of Fidelity Canada (retail class) of the fund compared favorably to its benchmark for all the periods shown.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Canada Fund

fid731

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of the each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity Canada (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses for Class T were above the median primarily because 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Investment Japan Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

ACAN-UANN-1208
1.843164.101

fid306

Fidelity Advisor
Canada Fund
Institutional Class

Annual Report

October 31, 2008

Institutional Class is a class of
Fidelity® Canada Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Institutional ClassA

-42.11%

10.98%

13.06%

A The initial offering of Institutional Class shares took place on May 2, 2007. Returns prior to May 2, 2007 are those of Canada, the original retail class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor Canada Fund - Institutional Class on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the S&P/TSX Composite Index performed over the same period. The inital offering of Institutional Class took place on May 2, 2007. See above for additional information regarding the performance of Institutional Class.


fid747

Annual Report

Management's Discussion of Fund Performance

Comments from Douglas Lober, who became Portfolio Manager of Fidelity Advisor Canada Fund on September 1, 2008

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year ending October 31, 2008, the fund's Institutional Class shares declined 42.11%, beating the 46.37% decline of the S&P/TSX Composite Index. Prudent stock selection in the energy and materials sectors supported the fund's return versus the benchmark. Overweighted positions in oil and natural gas pipeline company TransCanada, fertilizer company Potash Corp. of Saskatchewan, Toronto-Dominion Bank and transportation manufacturer Bombardier made these stocks the fund's top contributors. Having virtually no exposure to floundering telecommunications equipment maker and index component Nortel Networks also helped when equipment investment cutbacks by telecom carriers drove down this company's stock. I sold the position. Underweighting Canadian Imperial Bank of Commerce also helped when this stock faltered. Lastly, the fund's cash holdings boosted performance substantially. On the other hand, we missed the strength of pipeline company Enbridge, having chosen to invest in TransCanada instead, and we had disappointing results from our positioning in Bank of Nova Scotia, T-shirt manufacturer Gildan Activewear, and gold mining companies Yamana Gold and Barrick Gold, both of which declined along with other commodities stocks during the period. Currency fluctuations also dampened performance.

Note to shareholders: Fidelity Advisor Canada Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Canadian market. As of October 31, 2008, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Canada

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds and redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.37%

 

 

 

Actual

 

$ 1,000.00

$ 628.90

$ 5.61

HypotheticalA

 

$ 1,000.00

$ 1,018.25

$ 6.95

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 628.00

$ 6.79

HypotheticalA

 

$ 1,000.00

$ 1,016.79

$ 8.42

Class B

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 626.40

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Class C

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 626.40

$ 8.83

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Canada

1.07%

 

 

 

Actual

 

$ 1,000.00

$ 629.80

$ 4.38

HypotheticalA

 

$ 1,000.00

$ 1,019.76

$ 5.43

Institutional Class

1.14%

 

 

 

Actual

 

$ 1,000.00

$ 629.60

$ 4.67

HypotheticalA

 

$ 1,000.00

$ 1,019.41

$ 5.79

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Canada

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Canada

92.8%

 

fid272

United States of America

7.2%

 

fid751

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid254

Canada

92.0%

 

fid272

United States of America

8.0%

 

fid755

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.5

91.9

Short-Term Investments and Net Other Assets

1.5

8.1

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Bank of Canada (Commercial Banks)

6.5

3.5

Toronto-Dominion Bank (Commercial Banks)

6.2

4.4

EnCana Corp. (Oil, Gas & Consumable Fuels)

6.2

5.0

Canadian Natural Resources Ltd. (Oil, Gas & Consumable Fuels)

5.2

3.9

Canadian National Railway Co. (Road & Rail)

4.3

0.4

TransCanada Corp. (Oil, Gas & Consumable Fuels)

4.3

3.3

Potash Corp. of Saskatchewan, Inc. (Chemicals)

3.5

5.0

Research In Motion Ltd. (Communications Equipment)

3.4

4.4

Manulife Financial Corp. (Insurance)

3.3

4.2

Rogers Communications, Inc. Class B (non-vtg.) (Wireless Telecommunication Services)

2.9

2.8

 

45.8

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

28.8

27.9

Financials

27.8

21.2

Materials

11.3

14.8

Industrials

7.7

9.2

Telecommunication Services

7.0

4.9

Consumer Staples

5.7

3.2

Information Technology

5.3

6.9

Consumer Discretionary

3.1

3.5

Health Care

1.4

0.3

Utilities

0.4

0.0

Annual Report

Canada

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.5%

Shares

Value

CONSUMER DISCRETIONARY - 3.1%

Hotels, Restaurants & Leisure - 0.9%

McDonald's Corp.

250,000

$ 14,482,500

Tim Hortons, Inc.

500,000

12,585,000

 

27,067,500

Media - 1.7%

Astral Media, Inc. Class A (non-vtg.)

340,000

7,858,517

Corus Entertainment, Inc. Class B (non-vtg.) (d)

550,000

6,431,415

Groupe Aeroplan, Inc.

490,000

4,254,686

Quebecor, Inc. Class B (sub. vtg.)

900,000

14,681,539

Thomson Reuters Corp. (d)

400,000

9,414,497

Yellow Pages Income Fund (d)

900,000

6,530,934

 

49,171,588

Textiles, Apparel & Luxury Goods - 0.5%

Gildan Activewear, Inc. (a)

560,000

13,050,257

TOTAL CONSUMER DISCRETIONARY

89,289,345

CONSUMER STAPLES - 5.7%

Food & Staples Retailing - 3.3%

Alimentation Couche-Tard, Inc. Class B (sub. vtg.)

1,210,000

16,306,601

George Weston Ltd.

80,000

4,080,942

Metro, Inc. Class A (sub. vtg.)

940,000

23,659,811

Shoppers Drug Mart Corp.

1,300,000

50,024,880

 

94,072,234

Food Products - 1.4%

Campbell Soup Co.

460,000

17,457,000

General Mills, Inc.

280,000

18,967,200

Viterra, Inc. (a)

809,300

5,134,471

 

41,558,671

Household Products - 1.0%

Procter & Gamble Co.

450,000

29,043,000

TOTAL CONSUMER STAPLES

164,673,905

ENERGY - 28.8%

Energy Equipment & Services - 0.1%

Flint Energy Services Ltd. (a)

260,000

1,498,590

Precision Drilling Trust (d)

163,300

1,760,574

 

3,259,164

Oil, Gas & Consumable Fuels - 28.7%

Cameco Corp.

1,050,000

17,180,710

Canadian Natural Resources Ltd.

2,950,000

148,796,650

Canadian Oil Sands Trust

1,250,000

33,525,460

Enbridge, Inc.

608,900

21,138,293

EnCana Corp.

3,500,000

177,728,479

Exxon Mobil Corp.

400,000

29,648,000

Husky Energy, Inc.

1,500,000

45,032,344

 

Shares

Value

Imperial Oil Ltd.

900,000

$ 31,833,637

Keyera Facilities Income Fund

2,050,000

31,044,120

Nexen, Inc.

1,350,000

21,428,927

Niko Resources Ltd.

240,000

10,509,206

Petro-Canada

1,450,000

36,243,987

Suncor Energy, Inc.

2,950,000

70,826,422

Talisman Energy, Inc.

2,700,000

26,668,602

TransCanada Corp.

4,100,000

123,836,457

 

825,441,294

TOTAL ENERGY

828,700,458

FINANCIALS - 27.8%

Capital Markets - 0.1%

IGM Financial, Inc.

100,000

3,022,060

Commercial Banks - 18.1%

Bank of Montreal (d)

1,609,300

57,415,895

Bank of Nova Scotia

1,500,000

49,995,853

Canadian Imperial Bank of Commerce

784,600

35,566,625

National Bank of Canada

280,000

10,498,258

Royal Bank of Canada

4,840,000

188,012,608

Toronto-Dominion Bank

3,800,000

179,379,665

 

520,868,904

Diversified Financial Services - 0.3%

Onex Corp. (sub. vtg.)

400,000

6,916,570

TMX Group, Inc.

145,000

3,395,920

 

10,312,490

Insurance - 7.7%

Fairfax Financial Holdings Ltd.

90,000

24,705,590

ING Canada, Inc.

525,000

14,285,329

Manulife Financial Corp.

4,800,000

96,015,923

Power Corp. of Canada (sub. vtg.)

2,100,000

45,629,458

Sun Life Financial, Inc.

1,700,000

39,969,315

 

220,605,615

Real Estate Investment Trusts - 0.1%

RioCan (REIT)

250,000

3,485,238

Real Estate Management & Development - 1.5%

Brookfield Asset Management, Inc. Class A (d)

2,050,000

35,872,450

Brookfield Properties Corp.

650,000

6,558,504

 

42,430,954

TOTAL FINANCIALS

800,725,261

HEALTH CARE - 1.4%

Health Care Equipment & Supplies - 0.7%

Baxter International, Inc.

300,000

18,147,000

Noveko International, Inc. (a)

2,500,000

2,944,103

 

21,091,103

Common Stocks - continued

Shares

Value

HEALTH CARE - continued

Pharmaceuticals - 0.7%

Johnson & Johnson

300,000

$ 18,402,000

TOTAL HEALTH CARE

39,493,103

INDUSTRIALS - 7.7%

Aerospace & Defense - 1.4%

Bombardier, Inc. Class B (sub. vtg.)

9,900,000

38,177,973

CAE, Inc.

500,000

2,931,664

 

41,109,637

Construction & Engineering - 0.8%

SNC-Lavalin Group, Inc.

815,000

21,405,747

Road & Rail - 5.2%

Canadian National Railway Co.

2,870,000

124,530,105

Canadian Pacific Railway Ltd.

550,000

24,881,821

 

149,411,926

Trading Companies & Distributors - 0.3%

Finning International, Inc.

705,000

8,565,475

TOTAL INDUSTRIALS

220,492,785

INFORMATION TECHNOLOGY - 5.3%

Communications Equipment - 3.4%

Research In Motion Ltd. (a)(d)

1,910,000

96,321,310

Computers & Peripherals - 0.3%

Hewlett-Packard Co.

250,000

9,570,000

Internet Software & Services - 0.3%

Open Text Corp. (a)

350,000

8,870,459

IT Services - 1.3%

CGI Group, Inc. Class A (sub. vtg.) (a)

4,690,000

37,417,316

TOTAL INFORMATION TECHNOLOGY

152,179,085

MATERIALS - 11.3%

Chemicals - 4.1%

Agrium, Inc.

460,000

17,613,369

Potash Corp. of Saskatchewan, Inc.

1,180,000

100,606,802

 

118,220,171

Metals & Mining - 7.2%

Agnico-Eagle Mines Ltd.

200,000

5,516,669

Barrick Gold Corp. (d)

3,600,000

82,282,302

Goldcorp, Inc.

3,350,000

62,621,496

Kinross Gold Corp.

2,350,000

24,458,865

Orezone Resources, Inc. Class A (a)

10,000,000

1,617,184

Shore Gold, Inc. (a)

400,000

208,990

Teck Cominco Ltd. Class B (sub. vtg.)

1,900,000

18,908,608

Yamana Gold, Inc.

2,700,000

12,875,270

 

208,489,384

TOTAL MATERIALS

326,709,555

 

Shares

Value

TELECOMMUNICATION SERVICES - 7.0%

Diversified Telecommunication Services - 4.1%

BCE, Inc.

2,750,000

$ 79,890,944

TELUS Corp.

1,050,000

37,069,580

 

116,960,524

Wireless Telecommunication Services - 2.9%

Rogers Communications, Inc. Class B (non-vtg.)

2,900,000

84,152,430

TOTAL TELECOMMUNICATION SERVICES

201,112,954

UTILITIES - 0.4%

Electric Utilities - 0.3%

Fortis, Inc.

400,000

8,724,498

Multi-Utilities - 0.1%

Canadian Utilities Ltd. Class A (non-vtg.)

100,000

3,516,338

TOTAL UTILITIES

12,240,836

TOTAL COMMON STOCKS

(Cost $3,177,288,022)

2,835,617,287

Money Market Funds - 4.2%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

44,876,838

44,876,838

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

74,627,890

74,627,890

TOTAL MONEY MARKET FUNDS

(Cost $119,504,728)

119,504,728

TOTAL INVESTMENT
PORTFOLIO - 102.7%

(Cost $3,296,792,750)

2,955,122,015

NET OTHER ASSETS - (2.7)%

(76,419,060)

NET ASSETS - 100%

$ 2,878,702,955

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 7,406,661

Fidelity Securities Lending Cash Central Fund

7,155,677

Total

$ 14,562,338

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $109,618,723 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Canada

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $70,624,731) - See accompanying schedule:

Unaffiliated issuers
(cost $3,177,288,022)

$ 2,835,617,287

 

Fidelity Central Funds
(cost $119,504,728)

119,504,728

 

Total Investments (cost $3,296,792,750)

 

$ 2,955,122,015

Cash

50,940

Foreign currency held at value
(cost $1,751,041)

1,751,041

Receivable for investments sold

37,624,117

Receivable for fund shares sold

6,126,409

Dividends receivable

3,564,722

Distributions receivable from Fidelity Central Funds

930,110

Prepaid expenses

1,171

Other receivables

560,878

Total assets

3,005,731,403

 

 

 

Liabilities

Payable for investments purchased

$ 39,987,092

Payable for fund shares redeemed

8,966,712

Accrued management fee

2,327,601

Distribution fees payable

37,935

Other affiliated payables

956,398

Other payables and accrued expenses

124,820

Collateral on securities loaned, at value

74,627,890

Total liabilities

127,028,448

 

 

 

Net Assets

$ 2,878,702,955

Net Assets consist of:

 

Paid in capital

$ 3,364,193,370

Undistributed net investment income

26,382,786

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(170,169,032)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(341,704,169)

Net Assets

$ 2,878,702,955

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption
price per share ($56,241,768 ÷ 1,472,410 shares)

$ 38.20

 

 

 

Maximum offering price per share (100/94.25 of $38.20)

$ 40.53

Class T:
Net Asset Value
and redemption
price per share ($14,962,665 ÷ 392,759 shares)

$ 38.10

 

 

 

Maximum offering price per share (100/96.50 of $38.10)

$ 39.48

Class B:
Net Asset Value
and offering
price per share ($5,614,606 ÷ 148,110 shares)A

$ 37.91

 

 

 

Class C:
Net Asset Value
and offering
price per share ($16,715,712 ÷ 441,756 shares)A

$ 37.84

 

 

 

Canada:
Net Asset Value
, offering price and redemption price per share ($2,776,298,056 ÷ 72,354,690 shares)

$ 38.37

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,870,148 ÷ 231,554 shares)

$ 38.31

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Canada
Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2008

Investment Income

 

 

Dividends

 

$ 88,816,652

Interest

 

3,342,141

Income from Fidelity Central Funds (including $7,155,677 from security lending)

 

14,562,338

 

 

106,721,131

Less foreign taxes withheld

 

(13,248,424)

Total income

 

93,472,707

 

 

 

Expenses

Management fee
Basic fee

$ 33,096,529

Performance adjustment

2,474,546

Transfer agent fees

10,148,036

Distribution fees

476,058

Accounting and security lending fees

1,552,365

Custodian fees and expenses

128,586

Independent trustees' compensation

20,487

Registration fees

278,940

Audit

74,475

Legal

21,976

Interest

8,474

Miscellaneous

540,182

Total expenses before reductions

48,820,654

Expense reductions

(1,414,672)

47,405,982

Net investment income (loss)

46,066,725

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(171,748,787)

Foreign currency transactions

(3,938,430)

Total net realized gain (loss)

 

(175,687,217)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(2,180,802,820)

Assets and liabilities in foreign currencies

(200,050)

Total change in net unrealized appreciation (depreciation)

 

(2,181,002,870)

Net gain (loss)

(2,356,690,087)

Net increase (decrease) in net assets resulting from operations

$ (2,310,623,362)

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 46,066,725

$ 33,178,201

Net realized gain (loss)

(175,687,217)

272,277,024

Change in net unrealized appreciation (depreciation)

(2,181,002,870)

1,120,719,255

Net increase (decrease) in net assets resulting from operations

(2,310,623,362)

1,426,174,480

Distributions to shareholders from net investment income

(28,915,979)

(22,989,617)

Distributions to shareholders from net realized gain

(235,022,630)

(65,775,827)

Total distributions

(263,938,609)

(88,765,444)

Share transactions - net increase (decrease)

507,012,286

467,056,549

Redemption fees

3,308,433

1,551,369

Total increase (decrease) in net assets

(2,064,241,252)

1,806,016,954

 

 

 

Net Assets

Beginning of period

4,942,944,207

3,136,927,253

End of period (including undistributed net investment income of $26,382,786 and undistributed net investment income of $26,450,845, respectively)

$ 2,878,702,955

$ 4,942,944,207

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.16

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .39

.19

Net realized and unrealized gain (loss)

  (28.71)

15.96

Total from investment operations

  (28.32)

16.15

Distributions from net investment income

  (.41)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.68)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 38.20

$ 70.16

Total Return B, C, D

  (42.23)%

29.93%

Ratios to Average Net Assets F, I

 

 

Expenses before reductions

  1.34%

1.23% A

Expenses net of fee waivers, if any

  1.34%

1.23% A

Expenses net of all reductions

  1.31%

1.22% A

Net investment income (loss)

  .69%

.63% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 56,242

$ 20,912

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.09

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  .23

.09

Net realized and unrealized gain (loss)

  (28.66)

15.99

Total from investment operations

  (28.43)

16.08

Distributions from net investment income

  (.33)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.60)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 38.10

$ 70.09

Total ReturnB, C, D

  (42.40)%

29.80%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  1.63%

1.48% A

Expenses net of fee waivers, if any

  1.63%

1.48% A

Expenses net of all reductions

  1.60%

1.47% A

Net investment income (loss)

  .40%

.30% A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 14,963

$ 14,522

Portfolio turnover rateG

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 69.88

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  (.06)

(.06)

Net realized and unrealized gain (loss)

  (28.54)

15.93

Total from investment operations

  (28.60)

15.87

Distributions from net investment income

  (.14)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.41)

-

Redemption fees added to paid in capital E

  .04

.01

Net asset value, end of period

$ 37.91

$ 69.88

Total ReturnB, C, D

  (42.68)%

29.41%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  2.13%

2.00% A

Expenses net of fee waivers, if any

  2.13%

2.00%A

Expenses net of all reductions

  2.10%

1.99%A

Net investment income (loss)

  (.10)%

(.21)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 5,615

$ 4,078

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Years ended October 31,
2008
2007 H

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 69.91

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) E

  (.05)

(.04)

Net realized and unrealized gain (loss)

  (28.52)

15.94

Total from investment operations

  (28.57)

15.90

Distributions from net investment income

  (.27)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.54)

-

Redemption fees added to paid in capitalE

  .04

.01

Net asset value, end of period

$ 37.84

$ 69.91

Total ReturnB, C, D

  (42.69)%

29.46%

Ratios to Average Net AssetsF, I

 

 

Expenses before reductions

  2.13%

1.99% A

Expenses net of fee waivers, if any

  2.13%

1.99%A

Expenses net of all reductions

  2.10%

1.97%A

Net investment income (loss)

  (.10)%

(.15)%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 16,716

$ 8,752

Portfolio turnover rate G

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Canada

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 70.25

$ 49.48

$ 39.14

$ 31.87

$ 25.13

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .58

.52

.34

.20

.10

Net realized and unrealized gain (loss)

  (28.83)

21.62

10.15

7.12

6.74

Total from investment operations

  (28.25)

22.14

10.49

7.32

6.84

Distributions from net investment income

  (.40)

(.36)

(.16)

(.08)

(.13)

Distributions from net realized gain

  (3.27)

(1.03)

(.01)

-

-

Total distributions

  (3.67)

(1.39)

(.17)

(.08)

(.13)

Redemption fees added to paid in capitalB

  .04

.02

.02

.03

.03

Net asset value, end of period

$ 38.37

$ 70.25

$ 49.48

$ 39.14

$ 31.87

Total ReturnA

  (42.06)%

46.03%

26.93%

23.11%

27.45%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.03%

.96%

1.00%

1.08%

1.20%

Expenses net of fee waivers, if any

  1.03%

.96%

1.00%

1.08%

1.20%

Expenses net of all reductions

  1.00%

.94%

.97%

1.04%

1.15%

Net investment income (loss)

  1.00%

.94%

.74%

.55%

.34%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,776,298

$ 4,890,617

$ 3,136,927

$ 1,722,516

$ 413,319

Portfolio turnover rateD

  63%

42%

50%

24%

47%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007 G

Selected Per-Share Data

 

 

Net asset value, beginning of period

$ 70.25

$ 54.00

Income from Investment Operations

 

 

Net investment income (loss) D

  .52

.25

Net realized and unrealized gain (loss)

  (28.78)

15.99

Total from investment operations

  (28.26)

16.24

Distributions from net investment income

  (.45)

-

Distributions from net realized gain

  (3.27)

-

Total distributions

  (3.72)

-

Redemption fees added to paid in capitalD

  .04

.01

Net asset value, end of period

$ 38.31

$ 70.25

Total ReturnB, C

  (42.11)%

30.09%

Ratios to Average Net AssetsE, H

 

 

Expenses before reductions

  1.11%

1.01%A

Expenses net of fee waivers, if any

  1.11%

1.01%A

Expenses net of all reductions

  1.08%

.99%A

Net investment income (loss)

  .92%

.83%A

Supplemental Data

 

 

Net assets, end of period (000 omitted)

$ 8,870

$ 4,064

Portfolio turnover rateF

  63%

42%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 2, 2007 (commencement of sale of shares) to October 31, 2007. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Canada

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Canada Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Canada, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income - continued

on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, market discount, partnerships, deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 324,549,848

Unrealized depreciation

(726,804,328)

Net unrealized appreciation (depreciation)

(402,254,480)

Undistributed ordinary income

2,358,954

Capital loss carryforward

(109,618,723)

 

 

Cost for federal income tax purposes

$ 3,357,376,495

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 73,476,845

$ 44,702,026

Long-term Capital Gains

190,461,764

44,063,418

Total

$ 263,938,609

$ 88,765,444

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

Canada
Notes to Financial Statements - continued

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,167,394,306 and $2,747,790,024, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment(up to a maximum of +/- .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, Canada as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .76% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 134,706

$ 11,780

Class T

.25%

.25%

94,298

591

Class B

.75%

.25%

59,556

44,734

Class C

.75%

.25%

187,498

129,911

 

 

 

$ 476,058

$ 187,016

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 153,357

Class T

23,474

Class B*

42,730

Class C*

13,585

 

$ 233,146

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Canada. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 147,254

.27

Class T

58,242

.31

Class B

18,975

.32

Class C

58,666

.31

Canada

9,834,578

.22

Institutional Class

30,321

.30

 

$ 10,148,036

 

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $774 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 36,021,500

4.23%

$ 8,474

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $9,367 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

Annual Report

Canada
Notes to Financial Statements - continued

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Canada's operating expenses. During the period, this reimbursement reduced the class' expenses by $48,320.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,316,221 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $10,680. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Canada

$ 39,451

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $1,279, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 171,586

$ -

Class T

73,859

-

Class B

8,835

-

Class C

45,389

-

Canada

28,579,259

22,989,617

Institutional Class

37,051

-

Total

$ 28,915,979

$ 22,989,617

From net realized gain

 

 

Class A

$ 1,361,853

$ -

Class T

736,334

-

Class B

209,359

-

Class C

549,710

-

Canada

231,896,136

65,775,827

Institutional Class

269,238

-

Total

$ 235,022,630

$ 65,775,827

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007 A

2008

2007 A

Class A

 

 

 

 

Shares sold

1,623,645

308,956

$ 96,358,055

$ 19,422,841

Reinvestment of distributions

24,107

-

1,454,159

-

Shares redeemed

(473,393)

(10,905)

(24,545,534)

(645,019)

Net increase (decrease)

1,174,359

298,051

$ 73,266,680

$ 18,777,822

Class T

 

 

 

 

Shares sold

281,102

208,648

$ 16,813,582

$ 12,838,431

Reinvestment of distributions

13,222

-

797,422

-

Shares redeemed

(108,759)

(1,454)

(5,550,777)

(89,047)

Net increase (decrease)

185,565

207,194

$ 12,060,227

$ 12,749,384

Class B

 

 

 

 

Shares sold

143,582

110,050

$ 8,590,562

$ 6,654,427

Reinvestment of distributions

2,917

-

175,839

-

Shares redeemed

(56,743)

(51,696)

(3,089,676)

(3,069,986)

Net increase (decrease)

89,756

58,354

$ 5,676,725

$ 3,584,441

Class C

 

 

 

 

Shares sold

454,502

134,518

$ 27,139,418

$ 8,317,609

Reinvestment of distributions

8,472

-

509,854

-

Shares redeemed

(146,400)

(9,336)

(7,449,898)

(570,425)

Net increase (decrease)

316,574

125,182

$ 20,199,374

$ 7,747,184

Canada

 

 

 

 

Shares sold

34,673,241

32,853,429

$ 2,070,491,480

$ 1,882,759,894

Reinvestment of distributions

3,970,249

1,757,370

239,922,156

85,654,201

Shares redeemed

(35,906,020)

(28,386,777)

(1,927,559,508)

(1,547,811,990)

Net increase (decrease)

2,737,470

6,224,022

$ 382,854,128

$ 420,602,105

Institutional Class

 

 

 

 

Shares sold

377,605

61,781

$ 22,481,855

$ 3,830,515

Reinvestment of distributions

4,721

-

285,066

-

Shares redeemed

(208,616)

(3,937)

(9,811,769)

(234,902)

Net increase (decrease)

173,710

57,844

$ 12,955,152

$ 3,595,613

A Share transactions for Class A, Class T, Class B, Class C and Institutional Class are for the period May 2, 2007 (commencement of sale of shares) to October 31, 2007.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Canada Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Canada Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Canada Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-
2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Annual Report

Trustees and Officers - continued

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-
present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-
present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of [Fidelity Distributors Corporation (FDC)/FDC] (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

The Institutional Class designates 18% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/10/07

$.781

$.106

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal for Fidelity Canada Fund concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

545,276,762.04

23.721

Against

1,445,066,492.42

62.863

Abstain

112,739,966.65

4.905

Broker Non-Votes

195,653,438.02

8.511

TOTAL

2,298,736,659.13

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Canada Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of each fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24 hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for Fidelity Canada (retail class), as well as the fund's relative investment performance for Fidelity Canada (retail class) measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the cumulative total returns of Fidelity Canada (retail class) of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). (The Advisor classes of the fund had less than one year of performance as of December 31, 2007.)

Fidelity Canada Fund

fid729

The Board stated that the investment performance of Fidelity Canada (retail class) of the fund compared favorably to its benchmark for all the periods shown.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Fidelity Canada Fund

fid731

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of the each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity Canada (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses for Class T were above the median primarily because 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Investments Japan Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Mellon Bank, N.A.
Pittsburgh, PA

ACANI-UANN-1208
1.843157.101

fid306

Fidelity Advisor
China Region Fund -
Class A, Class T, Class B, and Class C

Annual Report

October 31, 2008

Class A, Class T, Class B, and Class C are
classes of Fidelity® China Region Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the funds. This report is not authorized for distribution to prospective investors in the funds unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75% sales charge)A, E

-56.46%

4.96%

7.67%

Class T (incl. 3.50% sales charge) B, E

-55.48%

5.43%

7.91%

Class B (incl. contingent deferred sales charge) C, E

-55.97%

5.82%

8.27%

Class C (incl. contingent deferred sales charge) D, E

-54.37%

6.13%

8.27%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original retail class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original retail class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original retail class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower. Class B shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 5%, 2%, and 0% respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original retail class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to May 9, 2008 would have been lower. Class C shares' contingent deferred sales charge included in the past one year, past five years, and past 10 years total return figures are 1%, 0%, and 0%, respectively.

E Prior to September 1, 2000, the fund operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® China Region Fund - Class A, a class of the fund, on October 31, 1998 and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Golden Dragon Index performed over the same period. The initial offering of Class A took place on May 9, 2008. See above for additional information regarding the performance of Class A.


fid772

Annual Report

Management's Discussion of Fund Performance

Comments from Wilson Wong, Portfolio Manager of Fidelity Advisor China Region Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. The weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

During the past year, the fund's Advisor Class shares outperformed the -58.03% return of the MSCI Golden Dragon Index. (For specific class-level returns, please see the performance section of this report.) Favorable stock selection in China and Australia aided the fund's results relative to the index, although the fund had no exposure to Australia at period end. On a sector basis, performance was boosted by stock picking in materials and energy, along with an underweighting in the weak-performing industrials group. A modest cash position also was beneficial. At the stock level, Chunghwa Telecom, Taiwan's largest integrated telecommunication services provider, was the fund's biggest contributor. The firm's large cash surplus and evidence of effective cost controls proved attractive amid the severe volatility in stock prices. Other contributors were Tencent Holdings, a Chinese provider of online instant messaging services; Hang Seng Bank, a domestic bank in Hong Kong; and Taiwan Fertilizer, which I sold. Conversely, underweighting Taiwan detracted due to that country's relatively strong results. Further, stock selection and industry positioning within financials worked against fund performance. Yuanta Financial Holding, a diversified financial company based in Taiwan, eroded returns. Disappointment related to opportunities for the company that were expected to emerge from the potential easing of curbs on investment in China sidetracked the stock. Other detractors included an out-of-index stake in Focus Media Holding, a digital display and advertising firm, and Anhui Conch Cement, both based in China. All three detractors were sold off by period end.

Note to shareholders: Fidelity Advisor China Region Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Hong Kong, Taiwanese and Chinese market. As of October 31, 2008, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

China Region

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds and redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for China Region and for the entire period (May 9, 2008 to October 31, 2008) for Class A, Class T, Class B, Class C and Institutional Class.

The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.44%

 

 

 

Actual

 

$ 1,000.00

$ 569.30

$ 5.43 B

HypotheticalA

 

$ 1,000.00

$ 1,017.90

$ 7.30 C

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 568.60

$ 6.34 B

HypotheticalA

 

$ 1,000.00

$ 1,016.69

$ 8.52 C

Class B

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 567.30

$ 8.18 B

HypotheticalA

 

$ 1,000.00

$ 1,014.23

$ 10.99 C

Class C

2.13%

 

 

 

Actual

 

$ 1,000.00

$ 567.30

$ 8.03 B

HypotheticalA

 

$ 1,000.00

$ 1,014.43

$ 10.79 C

China Region

1.12%

 

 

 

Actual

 

$ 1,000.00

$ 569.20

$ 4.42 B

HypotheticalA

 

$ 1,000.00

$ 1,019.51

$ 5.69 C

Institutional Class

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 570.40

$ 4.00 B

HypotheticalA

 

$ 1,000.00

$ 1,019.81

$ 5.38 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for China Region and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class A, Class T, Class B, Class C and Institutional Class.

C Hypothetical expenses are equal to each Class' annualized expense ratio; multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

China Region

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid774

Hong Kong

37.0%

 

fid776

Taiwan

29.4%

 

fid778

China

24.1%

 

fid780

United States of America

7.9%

 

fid782

Cayman Islands

1.4%

 

fid784

Indonesia

0.2%

 

fid786

Bermuda

0.0%

 

fid788

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid774

Hong Kong

31.9%

 

fid776

Taiwan

26.8%

 

fid792

China

21.2%

 

fid778

Australia

6.5%

 

fid795

United States of America

5.3%

 

fid780

Indonesia

3.0%

 

fid798

Cayman Islands

3.1%

 

fid782

Bermuda

1.3%

 

fid801

Papua New Guinea

0.4%

 

fid786

Other

0.5%

 

fid804

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

92.1

95.1

Short-Term Investments and Net Other Assets

7.9

4.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Taiwan Semiconductor Manufacturing Co. Ltd. (Semiconductors & Semiconductor Equipment)

9.8

0.0

China Mobile (Hong Kong) Ltd. (Wireless Telecommunication Services)

8.6

9.9

Chunghwa Telecom Co. Ltd. (Diversified Telecommunication Services)

7.1

3.5

Industrial & Commercial Bank of China (Commercial Banks)

5.0

1.1

CLP Holdings Ltd. (Electric Utilities)

4.6

1.7

China Life Insurance Co. Ltd. (H Shares) (Insurance)

3.5

2.2

Cheung Kong Holdings Ltd. (Real Estate Management & Development)

3.2

1.5

PetroChina Co. Ltd. (H Shares) (Oil, Gas & Consumable Fuels)

2.9

1.2

Hutchison Whampoa Ltd. (Industrial Conglomerates)

2.9

1.4

China Construction Bank Corp. (H Shares) (Commercial Banks)

2.6

0.9

 

50.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.7

23.1

Information Technology

21.1

7.9

Telecommunication Services

17.6

15.8

Energy

8.5

9.8

Utilities

8.0

3.0

Industrials

3.6

3.0

Materials

2.2

18.7

Consumer Discretionary

1.9

12.0

Consumer Staples

1.5

1.0

Annual Report

China Region

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 92.1%

Shares

Value

CONSUMER DISCRETIONARY - 1.9%

Distributors - 0.1%

Li & Fung Ltd.

196,000

$ 393,373

Diversified Consumer Services - 1.4%

New Oriental Education & Technology Group, Inc. sponsored ADR (a)

161,100

10,302,345

Media - 0.4%

Television Broadcasts Ltd.

1,074,000

2,986,824

Textiles, Apparel & Luxury Goods - 0.0%

Ports Design Ltd.

188,500

219,146

TOTAL CONSUMER DISCRETIONARY

13,901,688

CONSUMER STAPLES - 1.5%

Beverages - 1.1%

Yantai Changyu Pioneer Wine Co. (B Shares)

2,556,463

7,944,154

Food & Staples Retailing - 0.4%

Dairy Farm International Holdings Ltd.

765,900

3,138,297

TOTAL CONSUMER STAPLES

11,082,451

ENERGY - 8.5%

Oil, Gas & Consumable Fuels - 8.5%

China Petroleum & Chemical Corp. (H Shares)

27,432,000

18,013,552

China Shenhua Energy Co. Ltd. (H Shares)

3,701,000

7,026,601

CNOOC Ltd.

18,229,000

14,967,366

PetroChina Co. Ltd. (H Shares)

28,744,000

21,612,223

PT Bumi Resources Tbk

12,829,500

1,679,722

 

63,299,464

FINANCIALS - 27.7%

Commercial Banks - 9.6%

China Construction Bank Corp. (H Shares)

38,621,000

19,158,951

China Merchants Bank Co. Ltd. (H Shares)

1,983,000

3,038,031

Hang Seng Bank Ltd.

872,700

10,889,031

Industrial & Commercial Bank of China (d)

78,601,000

36,983,144

Industrial & Commercial Bank of China (Asia) Ltd.

934,000

984,197

 

71,053,354

Diversified Financial Services - 1.8%

China Everbright Ltd.

824,000

773,681

Hong Kong Exchanges & Clearing Ltd.

1,200,200

12,170,932

 

12,944,613

Insurance - 5.8%

Cathay Financial Holding Co. Ltd.

7,622,100

8,145,491

 

Shares

Value

China Life Insurance Co. Ltd. (H Shares)

9,767,000

$ 26,101,108

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

2,071,500

8,859,181

 

43,105,780

Real Estate Investment Trusts - 1.7%

Link (REIT)

7,225,000

12,918,331

Real Estate Management & Development - 8.8%

Cheung Kong Holdings Ltd.

2,425,000

23,283,548

China Overseas Land & Investment Ltd.

11,176,000

12,620,615

China Resources Land Ltd.

1,194,000

1,208,613

Hang Lung Properties Ltd.

3,724,000

9,099,513

Hopewell Holdings Ltd.

1,188,000

3,693,568

Hysan Development Co. Ltd.

636,000

997,280

Sinyi Realty, Inc.

4,713,066

5,215,307

Sun Hung Kai Properties Ltd.

1,043,000

9,137,772

 

65,256,216

TOTAL FINANCIALS

205,278,294

INDUSTRIALS - 3.6%

Construction & Engineering - 0.4%

China Railway Construction Corp.
(H Shares)

2,063,500

2,549,104

Electrical Equipment - 0.2%

BYD Co. Ltd. (H Shares)

609,800

1,036,428

Industrial Conglomerates - 2.9%

Hutchison Whampoa Ltd.

4,029,000

21,514,860

Marine - 0.0%

China Cosco Holdings Co. Ltd. (H Shares)

347,500

187,203

Transportation Infrastructure - 0.1%

Cosco Pacific Ltd.

1,390,000

1,012,217

TOTAL INDUSTRIALS

26,299,812

INFORMATION TECHNOLOGY - 21.1%

Computers & Peripherals - 2.7%

Acer, Inc.

2,966,000

3,862,049

HTC Corp.

944,000

11,261,604

Wistron Corp.

5,800,361

4,633,607

 

19,757,260

Electronic Equipment & Components - 3.5%

AU Optronics Corp.

11,903,000

8,209,588

Hon Hai Precision Industry Co. Ltd. (Foxconn)

7,297,674

17,699,376

 

25,908,964

Internet Software & Services - 3.0%

Baidu.com, Inc. sponsored ADR (a)(d)

18,400

3,790,400

Tencent Holdings Ltd.

2,520,600

18,349,744

 

22,140,144

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 11.9%

Advanced Semiconductor Engineering, Inc.

5,268,000

$ 2,243,008

ASM Pacific Technology Ltd.

403,800

1,349,061

MediaTek, Inc.

1,057,000

9,485,281

Siliconware Precision Industries Co. Ltd.

2,553,000

2,623,820

Taiwan Semiconductor Manufacturing Co. Ltd.

49,955,443

72,695,507

 

88,396,677

TOTAL INFORMATION TECHNOLOGY

156,203,045

MATERIALS - 2.2%

Chemicals - 2.2%

Formosa Plastics Corp.

4,867,000

8,203,887

Nan Ya Plastics Corp.

5,925,000

8,262,847

 

16,466,734

TELECOMMUNICATION SERVICES - 17.6%

Diversified Telecommunication Services - 8.6%

China Unicom (Hong Kong) Ltd.

6,776,000

9,674,060

Chunghwa Telecom Co. Ltd.

29,533,680

48,707,965

Chunghwa Telecom Co. Ltd. ADR

229,203

3,772,681

PCCW Ltd.

4,537,000

1,697,694

 

63,852,400

Wireless Telecommunication Services - 9.0%

China Mobile (Hong Kong) Ltd.

7,257,000

63,885,256

Taiwan Mobile Co. Ltd.

2,102,000

2,912,275

 

66,797,531

TOTAL TELECOMMUNICATION SERVICES

130,649,931

UTILITIES - 8.0%

Electric Utilities - 6.8%

CLP Holdings Ltd.

5,060,000

34,124,265

Hong Kong Electric Holdings Ltd.

3,022,000

16,288,126

 

50,412,391

 

Shares

Value

Independent Power Producers & Energy Traders - 1.2%

China Resources Power Holdings Co. Ltd.

3,686,000

$ 7,203,713

Datang International Power Generation Co. Ltd.

4,136,000

1,557,700

 

8,761,413

TOTAL UTILITIES

59,173,804

TOTAL COMMON STOCKS

(Cost $955,883,902)

682,355,223

Money Market Funds - 9.9%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

58,337,954

58,337,954

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

15,487,600

15,487,600

TOTAL MONEY MARKET FUNDS

(Cost $73,825,554)

73,825,554

TOTAL INVESTMENT
PORTFOLIO - 102.0%

(Cost $1,029,709,456)

756,180,777

NET OTHER ASSETS - (2.0)%

(14,997,555)

NET ASSETS - 100%

$ 741,183,222

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 1,865,355

Fidelity Securities Lending Cash Central Fund

268,379

Total

$ 2,133,734

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $148,402,224 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

China Region

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $14,710,225) -
See accompanying schedule:

Unaffiliated issuers
(cost $955,883,902)

$ 682,355,223

 

Fidelity Central Funds
(cost $73,825,554)

73,825,554

 

Total Investments
(cost $1,029,709,456)

 

$ 756,180,777

Foreign currency held at value
(cost $5,191)

5,191

Receivable for investments sold

3,216,321

Receivable for fund shares sold

1,570,428

Dividends receivable

2,916,194

Distributions receivable from Fidelity Central Funds

90,277

Prepaid expenses

463

Other receivables

393,529

Total assets

764,373,180

 

 

 

Liabilities

Payable for investments purchased

$ 6,096,956

Payable for fund shares redeemed

623,679

Accrued management fee

460,443

Distribution fees payable

429

Other affiliated payables

279,944

Other payables and accrued expenses

240,907

Collateral on securities loaned, at value

15,487,600

Total liabilities

23,189,958

 

 

 

Net Assets

$ 741,183,222

Net Assets consist of:

 

Paid in capital

$ 1,162,196,359

Undistributed net investment income

6,027,366

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(153,478,093)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(273,562,410)

Net Assets

$ 741,183,222

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption
price per share ($340,222 ÷ 20,412 shares)

$ 16.67

 

 

 

Maximum offering price per share (100/94.25 of $16.67)

$ 17.69

Class T:
Net Asset Value
and redemption
price per share ($107,102 ÷ 6,433 shares)

$ 16.65

 

 

 

Maximum offering price per share (100/96.50 of $16.65)

$ 17.25

Class B:
Net Asset Value
and offering
price per share ($154,625 ÷ 9,310 shares)A

$ 16.61

 

 

 

Class C:
Net Asset Value
and offering
price per share ($232,824 ÷ 14,016 shares)A

$ 16.61

 

 

 

China Region:
Net Asset Value
, offering
price and redemption price per share ($740,288,870 ÷ 44,356,661 shares)

$ 16.69

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($59,579 ÷ 3,568 shares)

$ 16.70

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 34,759,063

Interest

 

4,164

Income from Fidelity Central Funds (including $268,379 from security lending)

 

2,133,734

 

 

36,896,961

Less foreign taxes withheld

 

(3,209,864)

Total income

 

33,687,097

 

 

 

Expenses

Management fee

$ 9,927,896

Transfer agent fees

3,515,043

Distribution fees

1,942

Accounting and security lending fees

641,000

Custodian fees and expenses

985,602

Independent trustees' compensation

6,327

Registration fees

159,248

Audit

65,400

Legal

7,178

Interest

8,739

Miscellaneous

204,566

Total expenses before reductions

15,522,941

Expense reductions

(2,068,258)

13,454,683

Net investment income (loss)

20,232,414

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(149,991,373)

Foreign currency transactions

(1,835,509)

Total net realized gain (loss)

 

(151,826,882)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(900,514,910)

Assets and liabilities in foreign currencies

(52,493)

Total change in net unrealized appreciation (depreciation)

 

(900,567,403)

Net gain (loss)

(1,052,394,285)

Net increase (decrease) in net assets resulting from operations

$ (1,032,161,871)

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 20,232,414

$ 17,487,006

Net realized gain (loss)

(151,826,882)

248,422,709

Change in net unrealized appreciation (depreciation)

(900,567,403)

471,226,907

Net increase (decrease) in net assets resulting from operations

(1,032,161,871)

737,136,622

Distributions to shareholders from net investment income

(15,794,709)

(9,931,797)

Distributions to shareholders from net realized gain

(223,593,729)

(6,849,518)

Total distributions

(239,388,438)

(16,781,315)

Share transactions - net increase (decrease)

(34,409,565)

588,174,307

Redemption fees

2,616,118

1,203,951

Total increase (decrease) in net assets

(1,303,343,756)

1,309,733,565

 

 

 

Net Assets

Beginning of period

2,044,526,978

734,793,413

End of period (including undistributed net investment income of $6,027,366 and undistributed net investment income of $16,429,698, respectively)

$ 741,183,222

$ 2,044,526,978

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .28

Net realized and unrealized gain (loss)

  (12.91)

Total from investment operations

  (12.63)

Redemption fees added to paid in capitalE

  .02

Net asset value, end of period

$ 16.67

Total ReturnB, C, D

  (43.07)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.44%A

Expenses net of fee waivers, if any

  1.44%A

Expenses net of all reductions

  1.30%A

Net investment income (loss)

  2.63%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 340

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .26

Net realized and unrealized gain (loss)

  (12.91)

Total from investment operations

  (12.65)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 16.65

Total ReturnB, C, D

  (43.14)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.68%A

Expenses net of fee waivers, if any

  1.68%A

Expenses net of all reductions

  1.53%A

Net investment income (loss)

  2.40%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 107

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .20

Net realized and unrealized gain (loss)

  (12.89)

Total from investment operations

  (12.69)

Redemption fees added to paid in capitalE

  .02

Net asset value, end of period

$ 16.61

Total ReturnB, C, D

  (43.27)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  2.17% A

Expenses net of fee waivers, if any

  2.17% A

Expenses net of all reductions

  2.02% A

Net investment income (loss)

  1.91% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 155

Portfolio turnover rate G

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss) E

  .20

Net realized and unrealized gain (loss)

  (12.89)

Total from investment operations

  (12.69)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 16.61

Total ReturnB, C, D

  (43.27)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  2.13%A

Expenses net of fee waivers, if any

  2.13%A

Expenses net of all reductions

  1.98%A

Net investment income (loss)

  1.95%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 233

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - China Region

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 41.52

$ 22.94

$ 17.74

$ 15.88

$ 15.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .39

.46

.42

.36

.25

Net realized and unrealized gain (loss)

  (20.42)

18.58

4.99

1.75

.73

Total from investment operations

  (20.03)

19.04

5.41

2.11

.98

Distributions from net investment income

  (.32)

(.29)

(.22)

(.26)

(.26)

Distributions from net realized gain

  (4.53)

(.20)

-

-

-

Total distributions

  (4.85)

(.49)

(.22)

(.26)

(.26)

Redemption fees added to paid in capitalB

  .05

.03

.01

.01

.02

Net asset value, end of period

$ 16.69

$ 41.52

$ 22.94

$ 17.74

$ 15.88

Total ReturnA

  (53.75)%

84.73%

30.83%

13.44%

6.71%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.11%

1.08%

1.14%

1.16%

1.22%

Expenses net of fee waivers, if any

  1.11%

1.08%

1.14%

1.16%

1.22%

Expenses net of all reductions

  .96%

.92%

1.08%

1.12%

1.22%

Net investment income (loss)

  1.45%

1.64%

1.99%

2.04%

1.64%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 740,289

$ 2,044,527

$ 734,793

$ 396,905

$ 296,004

Portfolio turnover rateD

  133%

173%

36%

44%

101%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)D

  .34

Net realized and unrealized gain (loss)

  (12.94)

Total from investment operations

  (12.60)

Redemption fees added to paid in capitalD

  .02

Net asset value, end of period

$ 16.70

Total ReturnB, C

  (42.96)%

Ratios to Average Net AssetsE, H

 

Expenses before reductions

  1.05%A

Expenses net of fee waivers, if any

  1.05%A

Expenses net of all reductions

  .91%A

Net investment income (loss)

  3.02%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 60

Portfolio turnover rateF

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

China Region

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity China Region Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund commenced sale of Class A, Class T, Class B, Class C, and Institutional Class shares and the existing class was designated China Region on May 9, 2008. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 21,321,361

Unrealized depreciation

(299,959,636)

Net unrealized appreciation (depreciation)

(278,638,275)

Undistributed ordinary income

5,975,924

Capital loss carryforward

(148,402,224)

 

 

Cost for federal income tax purposes

$ 1,034,819,052

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 49,852,032

$ 9,931,797

Long-term Capital Gains

189,536,406

6,849,518

Total

$ 239,388,438

$ 16,781,315

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

China Region
Notes to Financial Statements - continued

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,807,459,093 and $2,036,363,750, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 396

$ 184

Class T

.25%

.25%

254

194

Class B

.75%

.25%

626

565

Class C

.75%

.25%

666

573

 

 

 

$ 1,942

$ 1,516

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2,552

Class T

96

Class B*

-

Class C*

19

 

$ 2,667

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for China Region shares. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 498

.31*

Class T

152

.30*

Class B

183

.29*

Class C

174

.26*

China Region

3,513,962

.25

Institutional Class

74

.18*

 

$ 3,515,043

 

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $37 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 18,672,333

2.81%

$ 8,739

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,898 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

Annual Report

China Region
Notes to Financial Statements - continued

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of China Region's operating expenses. During the period, this reimbursement reduced the class' expenses by $56,475.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,973,232 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $20,941. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

China Region

$ 17,610

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $92, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

China Region

$ 15,794,709

$ 9,931,797

From net realized gain

 

 

China Region

$ 223,593,729

$ 6,849,518

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008 A

2007

2008 A

2007

Class A

 

 

 

 

Shares sold

30,242

-

$ 750,104

$ -

Shares redeemed

(9,830)

-

(195,417)

-

Net increase (decrease)

20,412

-

$ 554,687

$ -

Class T

 

 

 

 

Shares sold

6,603

-

$ 171,008

$ -

Shares redeemed

(170)

-

(3,942)

-

Net increase (decrease)

6,433

-

$ 167,066

$ -

Class B

 

 

 

 

Shares sold

9,379

-

$ 239,439

$ -

Shares redeemed

(69)

-

(1,147)

-

Net increase (decrease)

9,310

-

$ 238,292

$ -

Class C

 

 

 

 

Shares sold

16,209

-

$ 359,453

$ -

Shares redeemed

(2,193)

-

(34,305)

-

Net increase (decrease)

14,016

-

$ 325,148

$ -

China Region

 

 

 

 

Shares sold

24,232,728

38,031,904

$ 702,714,867

$ 1,145,260,346

Reinvestment of distributions

7,102,996

675,406

228,787,494

16,027,386

Shares redeemed

(36,222,341)

(21,493,222)

(967,305,455)

(573,113,425)

Net increase (decrease)

(4,886,617)

17,214,088

$ (35,803,094)

$ 588,174,307

Institutional Class

 

 

 

 

Shares sold

5,359

-

$ 145,686

$ -

Shares redeemed

(1,791)

-

(37,350)

-

Net increase (decrease)

3,568

-

$ 108,336

$ -

A Share transactions for Class A, Class T, Class B, Class C, and Institutional Class are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity China Region Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity China Region Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the periods indicated, the changes in its net assets for each of the periods indicated and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity China Region Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-
2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-
present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-
present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering Officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity China Region Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of each fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24 hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for Fidelity China Region (retail class), as well as the fund's relative investment performance for Fidelity China Region (retail class) measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the cumulative total returns of Fidelity China Region (retail class) of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). (China Region Fund did not offer Advisor classes as of December 31, 2007.)

Fidelity China Region Fund

fid806

The Board stated that the investment performance of Fidelity China Region (retail class) of the fund compared favorably to its benchmark for all the periods shown.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 9% means that 91% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity China Region Fund

fid808

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the fund's total expenses ranked below its competitive median for 2007.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the fund's total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Investments Japan Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Japan) Inc.
Fidelity Management & Research
(Hong Kong) Limited

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Brown Brothers Harriman & Co.,
Boston, MA

AHKC-UANN-1208
1.861458.100

fid306

Fidelity Advisor
China Region Fund -
Institutional Class

Annual Report

October 31, 2008

Institutional Class is a class of
Fidelity® China Region Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the funds. This report is not authorized for distribution to prospective investors in the funds unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent quarterly holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Institutional ClassA, B

-53.72%

6.25%

8.33%

A The initial offering of Institutional Class shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of China Region, the original retail class of the fund.

B Prior to September 1, 2000, the fund operated under certain different investment policies. The fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity® China Region Fund - Institutional Class, a class of the fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Golden Dragon Index performed over the same period. The initial offering of Institutional Class took place on May 9, 2008. See above for additional information regarding the performance of Institutional Class.


fid822

Annual Report

Management's Discussion of Fund Performance

Comments from Wilson Wong, Portfolio Manager of Fidelity Advisor China Region Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. The weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

During the past year, the fund's Advisor Class shares outperformed the -58.03% return of the MSCI Golden Dragon Index. (For specific class-level returns, please see the performance section of this report.) Favorable stock selection in China and Australia aided the fund's results relative to the index, although the fund had no exposure to Australia at period end. On a sector basis, performance was boosted by stock picking in materials and energy, along with an underweighting in the weak-performing industrials group. A modest cash position also was beneficial. At the stock level, Chunghwa Telecom, Taiwan's largest integrated telecommunication services provider, was the fund's biggest contributor. The firm's large cash surplus and evidence of effective cost controls proved attractive amid the severe volatility in stock prices. Other contributors were Tencent Holdings, a Chinese provider of online instant messaging services; Hang Seng Bank, a domestic bank in Hong Kong; and Taiwan Fertilizer, which I sold. Conversely, underweighting Taiwan detracted due to that country's relatively strong results. Further, stock selection and industry positioning within financials worked against fund performance. Yuanta Financial Holding, a diversified financial company based in Taiwan, eroded returns. Disappointment related to opportunities for the company that were expected to emerge from the potential easing of curbs on investment in China sidetracked the stock. Other detractors included an out-of-index stake in Focus Media Holding, a digital display and advertising firm, and Anhui Conch Cement, both based in China. All three detractors were sold off by period end.

Note to shareholders: Fidelity Advisor China Region Fund may invest up to 35% of its total assets in any industry that represents more than 20% of the Hong Kong, Taiwanese and Chinese market. As of October 31, 2008, the fund did not have more than 25% of its total assets invested in any one industry.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

China Region

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds and redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for China Region and for the entire period (May 9, 2008 to October 31, 2008) for Class A, Class T, Class B, Class C and Institutional Class.

The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.44%

 

 

 

Actual

 

$ 1,000.00

$ 569.30

$ 5.43 B

HypotheticalA

 

$ 1,000.00

$ 1,017.90

$ 7.30 C

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 568.60

$ 6.34 B

HypotheticalA

 

$ 1,000.00

$ 1,016.69

$ 8.52 C

Class B

2.17%

 

 

 

Actual

 

$ 1,000.00

$ 567.30

$ 8.18 B

HypotheticalA

 

$ 1,000.00

$ 1,014.23

$ 10.99 C

Class C

2.13%

 

 

 

Actual

 

$ 1,000.00

$ 567.30

$ 8.03 B

HypotheticalA

 

$ 1,000.00

$ 1,014.43

$ 10.79 C

China Region

1.12%

 

 

 

Actual

 

$ 1,000.00

$ 569.20

$ 4.42 B

HypotheticalA

 

$ 1,000.00

$ 1,019.51

$ 5.69 C

Institutional Class

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 570.40

$ 4.00 B

HypotheticalA

 

$ 1,000.00

$ 1,019.81

$ 5.38 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for China Region and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class A, Class T, Class B, Class C and Institutional Class.

C Hypothetical expenses are equal to each Class' annualized expense ratio; multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

China Region

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid774

Hong Kong

37.0%

 

fid776

Taiwan

29.4%

 

fid778

China

24.1%

 

fid780

United States of America

7.9%

 

fid782

Cayman Islands

1.4%

 

fid784

Indonesia

0.2%

 

fid786

Bermuda

0.0%

 

fid831

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid774

Hong Kong

31.9%

 

fid776

Taiwan

26.8%

 

fid792

China

21.2%

 

fid778

Australia

6.5%

 

fid795

United States of America

5.3%

 

fid780

Indonesia

3.0%

 

fid798

Cayman Islands

3.1%

 

fid782

Bermuda

1.3%

 

fid801

Papua New Guinea

0.4%

 

fid786

Other

0.5%

 

fid843

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

92.1

95.1

Short-Term Investments and Net Other Assets

7.9

4.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Taiwan Semiconductor Manufacturing Co. Ltd. (Semiconductors & Semiconductor Equipment)

9.8

0.0

China Mobile (Hong Kong) Ltd. (Wireless Telecommunication Services)

8.6

9.9

Chunghwa Telecom Co. Ltd. (Diversified Telecommunication Services)

7.1

3.5

Industrial & Commercial Bank of China (Commercial Banks)

5.0

1.1

CLP Holdings Ltd. (Electric Utilities)

4.6

1.7

China Life Insurance Co. Ltd. (H Shares) (Insurance)

3.5

2.2

Cheung Kong Holdings Ltd. (Real Estate Management & Development)

3.2

1.5

PetroChina Co. Ltd. (H Shares) (Oil, Gas & Consumable Fuels)

2.9

1.2

Hutchison Whampoa Ltd. (Industrial Conglomerates)

2.9

1.4

China Construction Bank Corp. (H Shares) (Commercial Banks)

2.6

0.9

 

50.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

27.7

23.1

Information Technology

21.1

7.9

Telecommunication Services

17.6

15.8

Energy

8.5

9.8

Utilities

8.0

3.0

Industrials

3.6

3.0

Materials

2.2

18.7

Consumer Discretionary

1.9

12.0

Consumer Staples

1.5

1.0

Annual Report

China Region

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 92.1%

Shares

Value

CONSUMER DISCRETIONARY - 1.9%

Distributors - 0.1%

Li & Fung Ltd.

196,000

$ 393,373

Diversified Consumer Services - 1.4%

New Oriental Education & Technology Group, Inc. sponsored ADR (a)

161,100

10,302,345

Media - 0.4%

Television Broadcasts Ltd.

1,074,000

2,986,824

Textiles, Apparel & Luxury Goods - 0.0%

Ports Design Ltd.

188,500

219,146

TOTAL CONSUMER DISCRETIONARY

13,901,688

CONSUMER STAPLES - 1.5%

Beverages - 1.1%

Yantai Changyu Pioneer Wine Co. (B Shares)

2,556,463

7,944,154

Food & Staples Retailing - 0.4%

Dairy Farm International Holdings Ltd.

765,900

3,138,297

TOTAL CONSUMER STAPLES

11,082,451

ENERGY - 8.5%

Oil, Gas & Consumable Fuels - 8.5%

China Petroleum & Chemical Corp. (H Shares)

27,432,000

18,013,552

China Shenhua Energy Co. Ltd. (H Shares)

3,701,000

7,026,601

CNOOC Ltd.

18,229,000

14,967,366

PetroChina Co. Ltd. (H Shares)

28,744,000

21,612,223

PT Bumi Resources Tbk

12,829,500

1,679,722

 

63,299,464

FINANCIALS - 27.7%

Commercial Banks - 9.6%

China Construction Bank Corp. (H Shares)

38,621,000

19,158,951

China Merchants Bank Co. Ltd. (H Shares)

1,983,000

3,038,031

Hang Seng Bank Ltd.

872,700

10,889,031

Industrial & Commercial Bank of China (d)

78,601,000

36,983,144

Industrial & Commercial Bank of China (Asia) Ltd.

934,000

984,197

 

71,053,354

Diversified Financial Services - 1.8%

China Everbright Ltd.

824,000

773,681

Hong Kong Exchanges & Clearing Ltd.

1,200,200

12,170,932

 

12,944,613

Insurance - 5.8%

Cathay Financial Holding Co. Ltd.

7,622,100

8,145,491

 

Shares

Value

China Life Insurance Co. Ltd. (H Shares)

9,767,000

$ 26,101,108

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

2,071,500

8,859,181

 

43,105,780

Real Estate Investment Trusts - 1.7%

Link (REIT)

7,225,000

12,918,331

Real Estate Management & Development - 8.8%

Cheung Kong Holdings Ltd.

2,425,000

23,283,548

China Overseas Land & Investment Ltd.

11,176,000

12,620,615

China Resources Land Ltd.

1,194,000

1,208,613

Hang Lung Properties Ltd.

3,724,000

9,099,513

Hopewell Holdings Ltd.

1,188,000

3,693,568

Hysan Development Co. Ltd.

636,000

997,280

Sinyi Realty, Inc.

4,713,066

5,215,307

Sun Hung Kai Properties Ltd.

1,043,000

9,137,772

 

65,256,216

TOTAL FINANCIALS

205,278,294

INDUSTRIALS - 3.6%

Construction & Engineering - 0.4%

China Railway Construction Corp.
(H Shares)

2,063,500

2,549,104

Electrical Equipment - 0.2%

BYD Co. Ltd. (H Shares)

609,800

1,036,428

Industrial Conglomerates - 2.9%

Hutchison Whampoa Ltd.

4,029,000

21,514,860

Marine - 0.0%

China Cosco Holdings Co. Ltd. (H Shares)

347,500

187,203

Transportation Infrastructure - 0.1%

Cosco Pacific Ltd.

1,390,000

1,012,217

TOTAL INDUSTRIALS

26,299,812

INFORMATION TECHNOLOGY - 21.1%

Computers & Peripherals - 2.7%

Acer, Inc.

2,966,000

3,862,049

HTC Corp.

944,000

11,261,604

Wistron Corp.

5,800,361

4,633,607

 

19,757,260

Electronic Equipment & Components - 3.5%

AU Optronics Corp.

11,903,000

8,209,588

Hon Hai Precision Industry Co. Ltd. (Foxconn)

7,297,674

17,699,376

 

25,908,964

Internet Software & Services - 3.0%

Baidu.com, Inc. sponsored ADR (a)(d)

18,400

3,790,400

Tencent Holdings Ltd.

2,520,600

18,349,744

 

22,140,144

Common Stocks - continued

Shares

Value

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - 11.9%

Advanced Semiconductor Engineering, Inc.

5,268,000

$ 2,243,008

ASM Pacific Technology Ltd.

403,800

1,349,061

MediaTek, Inc.

1,057,000

9,485,281

Siliconware Precision Industries Co. Ltd.

2,553,000

2,623,820

Taiwan Semiconductor Manufacturing Co. Ltd.

49,955,443

72,695,507

 

88,396,677

TOTAL INFORMATION TECHNOLOGY

156,203,045

MATERIALS - 2.2%

Chemicals - 2.2%

Formosa Plastics Corp.

4,867,000

8,203,887

Nan Ya Plastics Corp.

5,925,000

8,262,847

 

16,466,734

TELECOMMUNICATION SERVICES - 17.6%

Diversified Telecommunication Services - 8.6%

China Unicom (Hong Kong) Ltd.

6,776,000

9,674,060

Chunghwa Telecom Co. Ltd.

29,533,680

48,707,965

Chunghwa Telecom Co. Ltd. ADR

229,203

3,772,681

PCCW Ltd.

4,537,000

1,697,694

 

63,852,400

Wireless Telecommunication Services - 9.0%

China Mobile (Hong Kong) Ltd.

7,257,000

63,885,256

Taiwan Mobile Co. Ltd.

2,102,000

2,912,275

 

66,797,531

TOTAL TELECOMMUNICATION SERVICES

130,649,931

UTILITIES - 8.0%

Electric Utilities - 6.8%

CLP Holdings Ltd.

5,060,000

34,124,265

Hong Kong Electric Holdings Ltd.

3,022,000

16,288,126

 

50,412,391

 

Shares

Value

Independent Power Producers & Energy Traders - 1.2%

China Resources Power Holdings Co. Ltd.

3,686,000

$ 7,203,713

Datang International Power Generation Co. Ltd.

4,136,000

1,557,700

 

8,761,413

TOTAL UTILITIES

59,173,804

TOTAL COMMON STOCKS

(Cost $955,883,902)

682,355,223

Money Market Funds - 9.9%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

58,337,954

58,337,954

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

15,487,600

15,487,600

TOTAL MONEY MARKET FUNDS

(Cost $73,825,554)

73,825,554

TOTAL INVESTMENT
PORTFOLIO - 102.0%

(Cost $1,029,709,456)

756,180,777

NET OTHER ASSETS - (2.0)%

(14,997,555)

NET ASSETS - 100%

$ 741,183,222

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 1,865,355

Fidelity Securities Lending Cash Central Fund

268,379

Total

$ 2,133,734

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $148,402,224 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

China Region

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $14,710,225) -
See accompanying schedule:

Unaffiliated issuers
(cost $955,883,902)

$ 682,355,223

 

Fidelity Central Funds
(cost $73,825,554)

73,825,554

 

Total Investments
(cost $1,029,709,456)

 

$ 756,180,777

Foreign currency held at value
(cost $5,191)

5,191

Receivable for investments sold

3,216,321

Receivable for fund shares sold

1,570,428

Dividends receivable

2,916,194

Distributions receivable from Fidelity Central Funds

90,277

Prepaid expenses

463

Other receivables

393,529

Total assets

764,373,180

 

 

 

Liabilities

Payable for investments purchased

$ 6,096,956

Payable for fund shares redeemed

623,679

Accrued management fee

460,443

Distribution fees payable

429

Other affiliated payables

279,944

Other payables and accrued expenses

240,907

Collateral on securities loaned, at value

15,487,600

Total liabilities

23,189,958

 

 

 

Net Assets

$ 741,183,222

Net Assets consist of:

 

Paid in capital

$ 1,162,196,359

Undistributed net investment income

6,027,366

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(153,478,093)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(273,562,410)

Net Assets

$ 741,183,222

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption
price per share ($340,222 ÷ 20,412 shares)

$ 16.67

 

 

 

Maximum offering price per share (100/94.25 of $16.67)

$ 17.69

Class T:
Net Asset Value
and redemption
price per share ($107,102 ÷ 6,433 shares)

$ 16.65

 

 

 

Maximum offering price per share (100/96.50 of $16.65)

$ 17.25

Class B:
Net Asset Value
and offering
price per share ($154,625 ÷ 9,310 shares)A

$ 16.61

 

 

 

Class C:
Net Asset Value
and offering
price per share ($232,824 ÷ 14,016 shares)A

$ 16.61

 

 

 

China Region:
Net Asset Value
, offering
price and redemption price per share ($740,288,870 ÷ 44,356,661 shares)

$ 16.69

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($59,579 ÷ 3,568 shares)

$ 16.70

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 34,759,063

Interest

 

4,164

Income from Fidelity Central Funds (including $268,379 from security lending)

 

2,133,734

 

 

36,896,961

Less foreign taxes withheld

 

(3,209,864)

Total income

 

33,687,097

 

 

 

Expenses

Management fee

$ 9,927,896

Transfer agent fees

3,515,043

Distribution fees

1,942

Accounting and security lending fees

641,000

Custodian fees and expenses

985,602

Independent trustees' compensation

6,327

Registration fees

159,248

Audit

65,400

Legal

7,178

Interest

8,739

Miscellaneous

204,566

Total expenses before reductions

15,522,941

Expense reductions

(2,068,258)

13,454,683

Net investment income (loss)

20,232,414

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(149,991,373)

Foreign currency transactions

(1,835,509)

Total net realized gain (loss)

 

(151,826,882)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(900,514,910)

Assets and liabilities in foreign currencies

(52,493)

Total change in net unrealized appreciation (depreciation)

 

(900,567,403)

Net gain (loss)

(1,052,394,285)

Net increase (decrease) in net assets resulting from operations

$ (1,032,161,871)

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 20,232,414

$ 17,487,006

Net realized gain (loss)

(151,826,882)

248,422,709

Change in net unrealized appreciation (depreciation)

(900,567,403)

471,226,907

Net increase (decrease) in net assets resulting from operations

(1,032,161,871)

737,136,622

Distributions to shareholders from net investment income

(15,794,709)

(9,931,797)

Distributions to shareholders from net realized gain

(223,593,729)

(6,849,518)

Total distributions

(239,388,438)

(16,781,315)

Share transactions - net increase (decrease)

(34,409,565)

588,174,307

Redemption fees

2,616,118

1,203,951

Total increase (decrease) in net assets

(1,303,343,756)

1,309,733,565

 

 

 

Net Assets

Beginning of period

2,044,526,978

734,793,413

End of period (including undistributed net investment income of $6,027,366 and undistributed net investment income of $16,429,698, respectively)

$ 741,183,222

$ 2,044,526,978

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .28

Net realized and unrealized gain (loss)

  (12.91)

Total from investment operations

  (12.63)

Redemption fees added to paid in capitalE

  .02

Net asset value, end of period

$ 16.67

Total ReturnB, C, D

  (43.07)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.44%A

Expenses net of fee waivers, if any

  1.44%A

Expenses net of all reductions

  1.30%A

Net investment income (loss)

  2.63%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 340

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class T

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .26

Net realized and unrealized gain (loss)

  (12.91)

Total from investment operations

  (12.65)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 16.65

Total ReturnB, C, D

  (43.14)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  1.68%A

Expenses net of fee waivers, if any

  1.68%A

Expenses net of all reductions

  1.53%A

Net investment income (loss)

  2.40%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 107

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the sales charges. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)E

  .20

Net realized and unrealized gain (loss)

  (12.89)

Total from investment operations

  (12.69)

Redemption fees added to paid in capitalE

  .02

Net asset value, end of period

$ 16.61

Total ReturnB, C, D

  (43.27)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  2.17% A

Expenses net of fee waivers, if any

  2.17% A

Expenses net of all reductions

  2.02% A

Net investment income (loss)

  1.91% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 155

Portfolio turnover rate G

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class C

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss) E

  .20

Net realized and unrealized gain (loss)

  (12.89)

Total from investment operations

  (12.69)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 16.61

Total ReturnB, C, D

  (43.27)%

Ratios to Average Net AssetsF, I

 

Expenses before reductions

  2.13%A

Expenses net of fee waivers, if any

  2.13%A

Expenses net of all reductions

  1.98%A

Net investment income (loss)

  1.95%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 233

Portfolio turnover rateG

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Total returns do not include the effect of the contingent deferred sales charge. E Calculated based on average shares outstanding during the period. F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. G Amount does not include the portfolio activity of any underlying Fidelity Central Funds. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - China Region

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 41.52

$ 22.94

$ 17.74

$ 15.88

$ 15.14

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .39

.46

.42

.36

.25

Net realized and unrealized gain (loss)

  (20.42)

18.58

4.99

1.75

.73

Total from investment operations

  (20.03)

19.04

5.41

2.11

.98

Distributions from net investment income

  (.32)

(.29)

(.22)

(.26)

(.26)

Distributions from net realized gain

  (4.53)

(.20)

-

-

-

Total distributions

  (4.85)

(.49)

(.22)

(.26)

(.26)

Redemption fees added to paid in capitalB

  .05

.03

.01

.01

.02

Net asset value, end of period

$ 16.69

$ 41.52

$ 22.94

$ 17.74

$ 15.88

Total ReturnA

  (53.75)%

84.73%

30.83%

13.44%

6.71%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.11%

1.08%

1.14%

1.16%

1.22%

Expenses net of fee waivers, if any

  1.11%

1.08%

1.14%

1.16%

1.22%

Expenses net of all reductions

  .96%

.92%

1.08%

1.12%

1.22%

Net investment income (loss)

  1.45%

1.64%

1.99%

2.04%

1.64%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 740,289

$ 2,044,527

$ 734,793

$ 396,905

$ 296,004

Portfolio turnover rateD

  133%

173%

36%

44%

101%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Institutional Class

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 29.28

Income from Investment Operations

 

Net investment income (loss)D

  .34

Net realized and unrealized gain (loss)

  (12.94)

Total from investment operations

  (12.60)

Redemption fees added to paid in capitalD

  .02

Net asset value, end of period

$ 16.70

Total ReturnB, C

  (42.96)%

Ratios to Average Net AssetsE, H

 

Expenses before reductions

  1.05%A

Expenses net of fee waivers, if any

  1.05%A

Expenses net of all reductions

  .91%A

Net investment income (loss)

  3.02%A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 60

Portfolio turnover rateF

  133%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

China Region

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity China Region Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund commenced sale of Class A, Class T, Class B, Class C, and Institutional Class shares and the existing class was designated China Region on May 9, 2008. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), market discount, deferred trustees compensation and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 21,321,361

Unrealized depreciation

(299,959,636)

Net unrealized appreciation (depreciation)

(278,638,275)

Undistributed ordinary income

5,975,924

Capital loss carryforward

(148,402,224)

 

 

Cost for federal income tax purposes

$ 1,034,819,052

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 49,852,032

$ 9,931,797

Long-term Capital Gains

189,536,406

6,849,518

Total

$ 239,388,438

$ 16,781,315

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

China Region
Notes to Financial Statements - continued

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,807,459,093 and $2,036,363,750, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 396

$ 184

Class T

.25%

.25%

254

194

Class B

.75%

.25%

626

565

Class C

.75%

.25%

666

573

 

 

 

$ 1,942

$ 1,516

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2,552

Class T

96

Class B*

-

Class C*

19

 

$ 2,667

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for China Region shares. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 498

.31*

Class T

152

.30*

Class B

183

.29*

Class C

174

.26*

China Region

3,513,962

.25

Institutional Class

74

.18*

 

$ 3,515,043

 

* Annualized

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $37 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 18,672,333

2.81%

$ 8,739

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,898 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

Annual Report

China Region
Notes to Financial Statements - continued

9. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of China Region's operating expenses. During the period, this reimbursement reduced the class' expenses by $56,475.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $1,973,232 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $20,941. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

China Region

$ 17,610

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $92, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

China Region

$ 15,794,709

$ 9,931,797

From net realized gain

 

 

China Region

$ 223,593,729

$ 6,849,518

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008 A

2007

2008 A

2007

Class A

 

 

 

 

Shares sold

30,242

-

$ 750,104

$ -

Shares redeemed

(9,830)

-

(195,417)

-

Net increase (decrease)

20,412

-

$ 554,687

$ -

Class T

 

 

 

 

Shares sold

6,603

-

$ 171,008

$ -

Shares redeemed

(170)

-

(3,942)

-

Net increase (decrease)

6,433

-

$ 167,066

$ -

Class B

 

 

 

 

Shares sold

9,379

-

$ 239,439

$ -

Shares redeemed

(69)

-

(1,147)

-

Net increase (decrease)

9,310

-

$ 238,292

$ -

Class C

 

 

 

 

Shares sold

16,209

-

$ 359,453

$ -

Shares redeemed

(2,193)

-

(34,305)

-

Net increase (decrease)

14,016

-

$ 325,148

$ -

China Region

 

 

 

 

Shares sold

24,232,728

38,031,904

$ 702,714,867

$ 1,145,260,346

Reinvestment of distributions

7,102,996

675,406

228,787,494

16,027,386

Shares redeemed

(36,222,341)

(21,493,222)

(967,305,455)

(573,113,425)

Net increase (decrease)

(4,886,617)

17,214,088

$ (35,803,094)

$ 588,174,307

Institutional Class

 

 

 

 

Shares sold

5,359

-

$ 145,686

$ -

Shares redeemed

(1,791)

-

(37,350)

-

Net increase (decrease)

3,568

-

$ 108,336

$ -

A Share transactions for Class A, Class T, Class B, Class C, and Institutional Class are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity China Region Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity China Region Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the periods indicated, the changes in its net assets for each of the periods indicated and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity China Region Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-
2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-
present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-
present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering Officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity China Region Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew each fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of each fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24 hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for Fidelity China Region (retail class), as well as the fund's relative investment performance for Fidelity China Region (retail class) measured against a broad-based securities market index over multiple periods. The Board noted that FMR does not believe that a meaningful peer group exists against which to compare the fund's performance. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the cumulative total returns of Fidelity China Region (retail class) of the fund and the cumulative total returns of a broad-based securities market index ("benchmark"). (China Region Fund did not offer Advisor classes as of December 31, 2007.)

Fidelity China Region Fund

fid806

The Board stated that the investment performance of Fidelity China Region (retail class) of the fund compared favorably to its benchmark for all the periods shown.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 9% means that 91% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Fidelity China Region Fund

fid808

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the fund's total expenses ranked below its competitive median for 2007.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the fund's total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Investments Japan Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

Brown Brothers Harriman & Co.,
Boston, MA

AHKCI-UANN-1208
1.861450.100

fid306

Fidelity®
Emerging Markets
Fund -

Class K

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

This report and the financial statements contained herein are submitted for the general information of the shareholders of the funds. This report is not authorized for distribution to prospective investors in the funds unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the funds nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total returns will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Class K A

-61.81%

8.76%

8.43%

A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of Emerging Markets, the original class of the fund.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Emerging Markets Fund - Class K, a class of the fund, on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Emerging Markets Index performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.


fid859

Annual Report

Management's Discussion of Fund Performance

Comments from Robert von Rekowsky, Portfolio Manager of Fidelity® Emerging Markets Fund

Stocks across the emerging-markets universe suffered steep losses during the 12 months ending October 31, 2008. In that time, the MSCI® Emerging Markets Index fell 56.22%. All three of the benchmark's primary regions - Europe/Middle East/Africa (EMEA), Latin America, and Asia ex Australia and New Zealand - declined by more than 50%. In EMEA, major benchmark component Russia saw its market tumble by more than 62%, while Brazil - representing the benchmark's largest weighting during the period, on average, at almost 15% - finished with a setback of more than 53%. In both cases, falling commodity prices triggered by slowing global economies had a negative impact on share prices. Meanwhile, South Korea, the second-largest benchmark component, experienced a nearly 60% drop. Chinese stocks also were hard-hit, down roughly 67%. Asian emerging markets suffered in part due to concerns about slowing exports in the wake of decelerating economic growth in the United States and Europe, as the U.S. credit crisis continued to worsen and expand its reach abroad.

During the past year, the fund's Class K shares trailed the MSCI Emerging Markets Index. (For specific class-level returns, please see the performance section of this report.) Stock selection detracted, particularly in Taiwan, South Korea, Brazil and Mexico. On a sector basis, the most damage was done through stock picking in consumer discretionary, materials, financials, telecommunication services and energy. Underweighting Israel's Teva Pharmaceutical Industries, a benchmark component, detracted from the fund's results. An industry leader in a defensive sector, Teva was more resistant to the selling pressure than most other stocks. Similar comments apply to Taiwan Semiconductor Manufacturing. Other detractors included Brazilian steel producer Siderurgica Nacional; Taiwan's Chunghwa Telecom, a benchmark constituent the fund didn't own that actually posted a small gain; wireless carrier China Mobile; and Russian natural gas producer and distributor Gazprom. Conversely, a modest cash position was beneficial, given the extreme weakness in stocks. Although fertilizer holding Israel Chemicals posted a loss, it managed to significantly outperform the benchmark. Another fertilizer stock, Russia-based Uralkali, also helped, as did underweighting and ultimately selling weak-performing benchmark component PetroChina. Egypt-based Orascom Construction, an out-of-benchmark holding, contributed as well. Many of the stocks I've mentioned were sold by period end.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Emerging Markets

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs and redemption fees, and (2) ongoing costs, including management fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for Emerging Markets and for the entire period (May 9, 2008 to October 31, 2008) for Class K.

The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Emerging Markets

1.09%

 

 

 

Actual

 

$ 1,000.00

$ 431.10

$ 3.92 B

Hypothetical A

 

$ 1,000.00

$ 1,019.66

$ 5.53 C

Class K

.92%

 

 

 

Actual

 

$ 1,000.00

$ 428.90

$ 3.16 B

Hypothetical A

 

$ 1,000.00

$ 1,020.51

$ 4.67 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Emerging Markets and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio; multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Emerging Markets

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid254

Brazil

15.0%

 

fid256

South Africa

9.3%

 

fid258

Russia

8.9%

 

fid260

Korea (South)

8.5%

 

fid262

China

6.6%

 

fid264

India

6.5%

 

fid266

United States of America

5.7%

 

fid268

Taiwan

5.5%

 

fid270

Hong Kong

4.9%

 

fid272

Other

29.1%

 

fid871

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid254

Brazil

14.1%

 

fid256

Russia

12.5%

 

fid258

Korea (South)

11.8%

 

fid260

South Africa

6.6%

 

fid262

Taiwan

6.0%

 

fid264

Hong Kong

5.7%

 

fid266

India

5.6%

 

fid268

China

5.3%

 

fid270

Mexico

4.0%

 

fid272

Other

28.4%

 

fid883

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

95.1

98.1

Short-Term Investments and Net Other Assets

4.9

1.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Petroleo Brasileiro SA - Petrobras (PN) (non-vtg.) (Brazil, Oil, Gas & Consumable Fuels)

3.6

1.9

OAO Gazprom sponsored ADR (Russia, Oil, Gas & Consumable Fuels)

3.2

4.0

Companhia Vale do Rio Doce (PN-A) sponsored ADR (Brazil, Metals & Mining)

2.7

3.5

Samsung Electronics Co. Ltd. (Korea (South), Semiconductors & Semiconductor Equipment)

2.7

2.9

China Mobile (Hong Kong) Ltd. (Hong Kong, Wireless Telecommunication Services)

2.2

3.5

America Movil SAB de CV Series L sponsored ADR (Mexico, Wireless Telecommunication Services)

1.9

2.1

Industrial & Commercial Bank of China (China, Commercial Banks)

1.9

1.0

MTN Group Ltd. (South Africa, Wireless Telecommunication Services)

1.8

1.1

Banco Bradesco SA (PN) (Brazil, Commercial Banks)

1.8

1.2

China Construction Bank Corp. (H Shares) (China, Commercial Banks)

1.8

1.4

 

23.6

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

24.9

21.1

Energy

15.7

19.1

Materials

11.2

17.9

Telecommunication Services

10.3

9.4

Information Technology

10.0

8.1

Industrials

5.9

10.7

Consumer Staples

6.0

3.3

Consumer Discretionary

4.9

6.1

Utilities

4.8

2.1

Health Care

1.4

0.1

Annual Report

Emerging Markets

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 95.0%

Shares

Value

Australia - 0.1%

Sino Gold Mining Ltd. (a)

772,602

$ 1,778,599

Austria - 0.3%

Erste Bank AG

120,100

3,201,864

Raiffeisen International Bank-Holding AG (e)

93,500

2,942,200

TOTAL AUSTRIA

6,144,064

Bahrain - 0.4%

Gulf Finance House BSC:

(Reg. S) unit

103,000

1,751,000

GDR (f)

442,090

7,515,530

TOTAL BAHRAIN

9,266,530

Bermuda - 1.3%

Aquarius Platinum Ltd. (Australia)

1,471,059

2,907,395

Central European Media Enterprises Ltd. Class A (a)

114,600

3,060,966

Credicorp Ltd. (NY Shares)

284,500

11,172,315

Dufry South America Ltd. unit

472,943

2,906,451

Ports Design Ltd.

4,436,500

5,157,774

West Siberian Resources Ltd. SDR (a)

7,038,735

2,846,230

TOTAL BERMUDA

28,051,131

Brazil - 14.9%

America Latina Logistica SA unit

1,128,200

5,202,586

Anhanguera Educacional Participacoes SA unit

410,059

3,031,579

Banco Bradesco SA:

(PN)

3,165,600

36,348,378

(PN) sponsored ADR

257,000

3,006,900

Banco Daycoval SA (PN)

1,030,400

2,571,001

Banco do Brasil SA

2,057,900

13,597,620

Companhia de Saneamento de Minas Gerais

12,700

80,395

Companhia Energetica de Minas Gerais (CEMIG) (PN) sponsored ADR (non-vtg.)

971,900

14,782,599

Companhia Siderurgica Nacional SA (CSN) sponsored ADR (e)

1,301,000

17,693,600

Companhia Vale do Rio Doce (PN-A) sponsored ADR

5,068,300

59,349,793

GVT Holding SA (a)

699,900

7,616,045

Localiza Rent a Car SA

2,233,800

8,670,141

MRV Engenharia e Participacoes SA

685,000

3,548,124

Multiplan Empreendimentos Imobiliarios SA (a)

396,900

1,997,154

Net Servicos de Comunicacao SA sponsored ADR (e)

2,153,766

14,085,630

Petroleo Brasileiro SA - Petrobras:

(PN) (non-vtg.)

3,175,400

34,245,373

(PN) sponsored ADR (non-vtg.)

1,985,100

43,811,157

sponsored ADR

334,900

9,005,461

Redecard SA

1,083,700

11,772,381

SLC Agricola SA

1,000

5,175

 

Shares

Value

Uniao de Bancos Brasileiros SA (Unibanco):

unit

1,579,300

$ 9,778,496

GDR

218,900

13,808,212

Votorantim Celulose e Papel SA sponsored ADR (non-vtg.) (e)

964,100

9,727,769

TOTAL BRAZIL

323,735,569

British Virgin Islands - 0.0%

Thunderbird Resorts, Inc. (a)(f)

331,900

1,161,650

Titanium Resources Group Ltd. (a)

279,100

37,726

TOTAL BRITISH VIRGIN ISLANDS

1,199,376

Canada - 0.2%

Addax Petroleum, Inc.

63,900

953,890

Addax Petroleum, Inc. (f)

20,700

309,006

SouthGobi Energy Resources Ltd. (a)

336,400

2,343,473

TOTAL CANADA

3,606,369

Cayman Islands - 1.2%

Chaoda Modern Agriculture (Holdings) Ltd.

18,713,063

13,183,766

China Aoyuan Property Group Ltd.

596,000

54,857

China Dongxiang Group Co. Ltd.

16,516,000

4,858,875

Suntech Power Holdings Co. Ltd. sponsored ADR (a)

153,200

2,681,000

The United Laboratories International Holdings Ltd.

7,120,000

1,690,137

Yingli Green Energy Holding Co. Ltd. ADR (a)(e)

583,400

3,074,518

TOTAL CAYMAN ISLANDS

25,543,153

China - 6.6%

China Coal Energy Co. Ltd. (H Shares)

12,160,700

7,375,477

China Construction Bank Corp. (H Shares) (e)

76,860,000

38,128,401

China Gas Holdings Ltd. (e)

19,410,000

1,597,724

China Merchants Bank Co. Ltd. (H Shares)

11,671,000

17,880,415

China South Locomotive & Rolling Stock Corp. Ltd. (H Shares)

15,635,000

5,660,321

China Yurun Food Group Ltd.

3,935,000

4,676,975

Golden Eagle Retail Group Ltd. (H Shares) (e)

8,449,000

4,417,337

Industrial & Commercial Bank of China

86,899,000

40,887,498

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

3,175,000

13,578,518

Yantai Changyu Pioneer Wine Co. (B Shares)

1,408,650

4,377,350

ZTE Corp. (H Shares)

1,854,400

4,193,147

TOTAL CHINA

142,773,163

Cyprus - 0.1%

Mirland Development Corp. PLC (a)

932,005

1,202,465

XXI Century Investments Public Ltd. (a)

468,000

243,761

TOTAL CYPRUS

1,446,226

Common Stocks - continued

Shares

Value

Czech Republic - 2.5%

Ceske Energeticke Zavody AS

712,200

$ 30,819,532

Komercni Banka AS

105,000

15,746,790

Philip Morris CR AS

30,350

8,430,332

TOTAL CZECH REPUBLIC

54,996,654

Egypt - 1.3%

Commercial International Bank Ltd. sponsored GDR (e)

2,018,726

8,983,331

Eastern Tobacco Co.

183,045

7,081,741

Orascom Construction Industries SAE GDR

132,012

8,844,804

Telecom Egypt SAE

1,501,400

3,631,443

TOTAL EGYPT

28,541,319

Georgia - 0.1%

Bank of Georgia unit (a)

225,200

1,565,140

Hong Kong - 4.9%

China Mobile (Hong Kong) Ltd.

5,392,400

47,470,698

China Resources Power Holdings Co. Ltd.

8,701,500

17,005,727

CNOOC Ltd.

28,941,000

23,762,715

CNOOC Ltd. sponsored ADR (e)

47,000

3,839,430

CNPC (Hong Kong) Ltd.

43,276,000

13,268,622

REXCAPITAL Financial Holdings Ltd. (a)

69,720,000

1,288,336

TOTAL HONG KONG

106,635,528

India - 6.5%

Axis Bank Ltd.

383,781

4,457,572

Axis Bank Ltd. GDR (Reg. S)

481,200

5,774,400

Bank of India

1,492,779

7,422,377

Bharti Airtel Ltd. (a)

732,978

9,924,663

Educomp Solutions Ltd.

96,188

4,500,027

Housing Development Finance Corp. Ltd.

611,449

22,255,918

Indian Overseas Bank

3,790,657

5,820,784

Infosys Technologies Ltd. sponsored ADR (e)

910,000

26,681,200

ITC Ltd.

1,500

4,789

Larsen & Toubro Ltd.

757,236

12,657,311

Reliance Industries Ltd.

274,567

7,804,584

Rolta India Ltd.

2,170,765

8,323,803

Satyam Computer Services Ltd.

1,597,781

10,101,600

Sintex Industries Ltd.

1,483,223

4,512,324

Tata Power Co. Ltd.

853,306

12,178,900

TOTAL INDIA

142,420,252

Indonesia - 2.4%

PT Bayan Resources Group Tbk

13,528,500

2,089,261

PT Astra International Tbk

9,794,500

8,228,486

PT Bank Mandiri Persero Tbk

16,170,000

2,340,966

PT Bank Rakyat Indonesia Tbk

39,267,000

12,125,658

PT Bumi Resources Tbk

77,031,500

10,085,465

PT Perusahaan Gas Negara Tbk
Series B

108,029,100

13,730,188

 

Shares

Value

PT Telkomunikasi Indonesia Tbk:

Series B

2,533,000

$ 1,278,966

sponsored ADR (e)

87,400

1,751,496

TOTAL INDONESIA

51,630,486

Ireland - 0.1%

Dragon Oil PLC (a)

1,064,000

2,752,626

Israel - 2.9%

Cellcom Israel Ltd.

355,200

10,464,192

Check Point Software Technologies Ltd. (a)

617,700

12,489,894

Israel Chemicals Ltd.

2,758,200

26,736,475

Orpak Systems Ltd.

631,800

1,035,546

Teva Pharmaceutical Industries Ltd. sponsored ADR

273,300

11,719,104

TOTAL ISRAEL

62,445,211

Kazakhstan - 0.6%

JSC Halyk Bank of Kazakhstan unit

857,000

3,642,250

KazMunaiGas Exploration & Production JSC (Reg. S) GDR

615,859

8,622,026

TOTAL KAZAKHSTAN

12,264,276

Korea (South) - 8.5%

CJ CheilJedang Corp. (a)

51,965

6,069,219

Doosan Co. Ltd. (a)

186,370

13,559,690

KB Financial Group, Inc. (a)

188,243

4,727,285

Korea Gas Corp.

320,898

12,121,545

KT&G Corp.

277,590

17,871,433

LG Household & Health Care Ltd.

70,560

10,110,908

LIG Non-Life Insurance Co. Ltd.

202,240

2,362,256

MegaStudy Co. Ltd.

87,151

9,826,936

Meritz Fire & Marine Insurance Co. Ltd.

2,387,760

8,792,862

NHN Corp. (a)

127,426

13,602,872

Samsung Electronics Co. Ltd.

138,466

58,556,960

Shinhan Financial Group Co. Ltd.

681,340

16,627,078

Taewoong Co. Ltd.

234,549

11,457,105

TOTAL KOREA (SOUTH)

185,686,149

Lebanon - 0.3%

Solidere GDR

333,800

7,093,250

Luxembourg - 0.7%

Evraz Group SA GDR

295,200

4,546,080

MHP SA:

GDR (a)(f)

584,500

2,338,000

GDR (Reg. S)

30,000

120,000

Millicom International Cellular SA

184,900

7,396,000

TOTAL LUXEMBOURG

14,400,080

Malaysia - 1.3%

DiGi.com Bhd

2,484,000

12,923,908

KNM Group Bhd

32,098,500

5,442,824

Common Stocks - continued

Shares

Value

Malaysia - continued

Parkson Holdings Bhd

10,410

$ 9,873

Public Bank Bhd

4,442,200

10,556,191

TOTAL MALAYSIA

28,932,796

Mexico - 3.5%

America Movil SAB de CV Series L sponsored ADR

1,352,200

41,837,068

Banco Compartamos SA de CV

1,766,500

3,000,856

Cemex SA de CV sponsored ADR (e)

1,294,900

9,789,444

Fomento Economico Mexicano SA de CV sponsored ADR

84,400

2,134,476

Grupo Financiero Banorte SA de CV Series O

7,566,200

13,857,660

Urbi, Desarrollos Urbanos, SA de CV (a)

4,021,800

6,026,455

TOTAL MEXICO

76,645,959

Netherlands - 0.1%

New World Resources BV

267,400

1,325,732

Nigeria - 0.3%

Guaranty Trust Bank PLC:

(Reg. S) unit

626,181

3,443,996

sponsored GDR (f)

480,872

2,644,796

TOTAL NIGERIA

6,088,792

Oman - 0.4%

BankMuscat SAOG sponsored GDR

886,000

8,151,200

Panama - 0.3%

Intergroup Financial Services Corp.

285,840

3,144,240

Intergroup Financial Services Corp. (a)(f)

222,096

2,443,056

TOTAL PANAMA

5,587,296

Papua New Guinea - 0.3%

Oil Search Ltd.

2,093,978

6,340,571

Peru - 0.4%

Compania de Minas Buenaventura SA sponsored ADR

681,600

8,615,424

Philippines - 0.5%

Ayala Corp.

812,160

3,875,746

Megaworld Corp.

33,834,000

540,512

Security Bank Corp.

2,584,300

2,064,264

SM Investments Corp.

1,302,957

5,283,881

TOTAL PHILIPPINES

11,764,403

Poland - 0.8%

Kopex SA (a)

9,870

42,840

Powszechna Kasa Oszczednosci
Bank SA

1,363,500

15,288,639

Trakcja Polska SA

930,950

1,562,415

TOTAL POLAND

16,893,894

Romania - 0.1%

Banca Transilvania SA (a)

1,650,048

1,501,424

 

Shares

Value

Russia - 8.9%

Bank St. Petersburg OJSC

2,635,369

$ 3,294,211

Comstar United TeleSystems OJSC GDR (Reg. S)

554,415

1,546,818

LSR Group OJSC (a)

124,500

1,120,500

Lukoil Oil Co. sponsored ADR

607,059

23,553,889

Magnit OJSC GDR (Reg. S) (a)

371,000

1,669,500

Mobile TeleSystems OJSC sponsored ADR

360,000

14,094,000

OAO Gazprom sponsored ADR

3,349,381

68,494,837

OAO NOVATEK GDR

223,202

8,816,479

OAO Raspadskaya

1,580,000

3,318,000

OAO TMK

752,400

1,504,800

OJSC Rosneft unit

1,197,100

5,506,660

Pharmstandard OJSC unit (a)

213,230

3,411,680

Rosinter Restaurants Holding (a)

108,200

3,029,600

Sberbank (Savings Bank of the Russian Federation)

9,855,100

10,249,304

Sberbank (Savings Bank of the Russian Federation) GDR

26,800

4,915,546

Uralkali JSC

1,542,600

7,095,960

Uralkali JSC GDR (Reg. S)

250,500

5,232,945

Vimpel Communications sponsored
ADR

1,165,300

16,896,850

VSMPO-Avisma Corp.

16,600

913,000

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)(e)

200,375

8,804,478

TOTAL RUSSIA

193,469,057

Singapore - 0.2%

Straits Asia Resources Ltd.

6,756,000

4,501,054

Slovenia - 0.1%

Nova Kreditna banka Maribor d.d.

105,899

1,899,832

South Africa - 9.3%

African Bank Investments Ltd.

4,412,426

12,013,360

African Rainbow Minerals Ltd.

830,551

8,416,023

Aspen Pharmacare Holdings Ltd.

3,834,820

13,345,331

Aveng Ltd.

2,269,600

11,148,219

Bell Equipment Ltd.

713,316

1,022,152

Exxaro Resources Ltd.

1,813,112

11,951,322

FirstRand Ltd.

10,389,456

14,877,020

Harmony Gold Mining Co. Ltd. sponsored ADR (a)

1,185,800

8,668,198

Illovo Sugar Ltd.

2,577,194

5,697,788

Impala Platinum Holdings Ltd.

1,263,928

13,053,258

Mr. Price Group Ltd.

5,031,447

12,359,747

MTN Group Ltd.

3,566,300

39,787,789

Murray & Roberts Holdings Ltd.

2,149,500

14,516,275

Northam Platinum Ltd.

994,250

3,103,851

Raubex Group Ltd.

4,143,363

10,708,282

Sasol Ltd. sponsored ADR

441,000

12,758,130

Shoprite Holdings Ltd.

1,661,135

8,756,239

TOTAL SOUTH AFRICA

202,182,984

Common Stocks - continued

Shares

Value

Switzerland - 0.2%

Orascom Development Holding AG

150,334

$ 4,321,267

Taiwan - 5.5%

Acer, Inc.

5,742,000

7,476,699

Asia Cement Corp.

7,273,720

4,278,010

China Steel Corp.

19,765,038

14,411,071

First Financial Holding Co. Ltd.

35,018,588

16,508,687

Fubon Financial Holding Co. Ltd.

21,655,000

13,130,211

Hon Hai Precision Industry Co. Ltd. (Foxconn)

10,335,302

25,066,672

HTC Corp.

1,958,300

23,361,863

Siliconware Precision Industries
Co. Ltd.

15,752,633

16,189,609

TOTAL TAIWAN

120,422,822

Thailand - 1.9%

Mermaid Maritime PLC

434,000

93,837

Minor International PCL (For. Reg.)

37,157,274

8,139,987

PTT Exploration & Production PCL (For. Reg.)

4,729,100

11,800,757

Siam Commercial Bank PCL
(For. Reg.)

11,232,800

17,437,119

Total Access Communication PCL:

unit

1,696,944

1,212,837

(For. Reg.)

4,265,656

3,032,388

TOTAL THAILAND

41,716,925

Turkey - 3.5%

Anadolu Efes Biracilik ve Malt Sanyii AS

2,560,665

21,566,289

Asya Katilim Bankasi AS

10,605,468

9,275,619

Bagfas Bandirma Gubre
Fabrikalari AS

94,000

4,506,495

Enka Insaat ve Sanayi AS

2,550,963

9,502,794

Tupras-Turkiye Petrol Rafinerileri AS

1,303,400

16,466,133

Turkiye Garanti Bankasi AS (a)

8,888,895

14,512,012

TOTAL TURKEY

75,829,342

United Arab Emirates - 0.0%

Depa Ltd. GDR (a)(f)

234,100

749,120

United Kingdom - 0.7%

Eurasian Natural Resources Corp. PLC

715,102

3,576,085

Prosperity Mineral Holdings Ltd.

581,300

206,879

Randgold Resources Ltd. sponsored ADR

257,700

7,991,277

Sibir Energy PLC (a)

995,544

3,960,983

TOTAL UNITED KINGDOM

15,735,224

United States of America - 0.8%

Central European Distribution Corp. (a)(e)

225,400

6,489,266

 

Shares

Value

CTC Media, Inc. (a)

967,817

$ 7,161,846

Freeport-McMoRan Copper & Gold, Inc. Class B

154,100

4,484,310

TOTAL UNITED STATES OF AMERICA

18,135,422

TOTAL COMMON STOCKS

(Cost $2,985,236,639)

2,064,785,691

Nonconvertible Preferred Stocks - 0.1%

 

 

Brazil - 0.1%

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)
(Cost $9,734,995)

235,400

$ 3,012,929

Convertible Bonds - 0.0%

 

Principal Amount (d)

 

Brazil - 0.0%

Companhia de Saneamento de Minas Gerais 8.55% 6/1/13 (g)(h)
(Cost $308,511)

BRL

4,841

122,580

Money Market Funds - 6.2%

Shares

 

Fidelity Cash Central Fund, 1.81% (b)

71,241,239

71,241,239

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

62,546,778

62,546,778

TOTAL MONEY MARKET FUNDS

(Cost $133,788,017)

133,788,017

TOTAL INVESTMENT
PORTFOLIO - 101.3%

(Cost $3,129,068,162)

2,201,709,217

NET OTHER ASSETS - (1.3)%

(28,085,536)

NET ASSETS - 100%

$ 2,173,623,681

Currency Abbreviation

BRL

-

Brazilian real

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Principal amount is stated in United States dollars unless otherwise noted.

(e) Security or a portion of the security is on loan at period end.

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $17,161,158 or 0.8% of net assets.

(g) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(h) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $122,580 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost

Companhia de Saneamento de Minas Gerais 8.55% 6/1/13

8/22/07

$ 308,511

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 3,390,485

Fidelity Securities Lending Cash Central Fund

830,027

Total

$ 4,220,512

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $515,443,831 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Emerging Markets

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $60,505,367) -
See accompanying schedule:

Unaffiliated issuers
(cost $2,995,280,145)

$ 2,067,921,200

 

Fidelity Central Funds
(cost $133,788,017)

133,788,017

 

Total Investments
(cost $3,129,068,162)

 

$ 2,201,709,217

Cash

798,812

Foreign currency held at value
(cost $377,043)

371,411

Receivable for investments sold

21,135,254

Receivable for fund shares sold

7,515,316

Dividends receivable

9,835,504

Interest receivable

73

Distributions receivable from Fidelity Central Funds

153,331

Prepaid expenses

1,550

Other receivables

2,025,675

Total assets

2,243,546,143

 

 

 

Liabilities

Payable for investments purchased

$ 1,214,674

Payable for fund shares redeemed

2,779,848

Accrued management fee

1,392,020

Other affiliated payables

914,510

Other payables and accrued expenses

1,074,632

Collateral on securities loaned, at value

62,546,778

Total liabilities

69,922,462

 

 

 

Net Assets

$ 2,173,623,681

Net Assets consist of:

 

Paid in capital

$ 3,607,387,257

Undistributed net investment income

43,729,580

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(550,119,889)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(927,373,267)

Net Assets

$ 2,173,623,681

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Emerging Markets:
Net Asset Value, offering price and redemption price per share ($2,086,196,235 ÷ 152,164,731 shares)

$ 13.71

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($87,427,446 ÷ 6,370,238 shares)

$ 13.72

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 125,836,277

Special dividends

 

16,131,115

Interest

 

94,334

Income from Fidelity Central Funds (including $830,027 from security lending)

 

4,220,512

 

 

146,282,238

Less foreign taxes withheld

 

(13,018,239)

Total income

 

133,263,999

 

 

 

Expenses

Management fee

$ 38,002,889

Transfer agent fees

11,879,816

Accounting and security lending fees

1,560,904

Custodian fees and expenses

4,909,985

Independent trustees' compensation

23,456

Registration fees

255,657

Audit

137,844

Legal

27,329

Interest

1,754

Miscellaneous

598,603

Total expenses before reductions

57,398,237

Expense reductions

(2,735,376)

54,662,861

Net investment income (loss)

78,601,138

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $2,740,177)

(540,020,009)

Foreign currency transactions

(5,265,584)

Total net realized gain (loss)

 

(545,285,593)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $11,693,088)

(3,580,625,871)

Assets and liabilities in foreign currencies

(1,146,382)

Total change in net unrealized appreciation (depreciation)

 

(3,581,772,253)

Net gain (loss)

(4,127,057,846)

Net increase (decrease) in net assets resulting from operations

$ (4,048,456,708)

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 78,601,138

$ 36,797,945

Net realized gain (loss)

(545,285,593)

281,676,020

Change in net unrealized appreciation (depreciation)

(3,581,772,253)

2,077,424,629

Net increase (decrease) in net assets resulting from operations

(4,048,456,708)

2,395,898,594

Distributions to shareholders from net investment income

(34,024,353)

(28,224,601)

Distributions to shareholders from net realized gain

(245,333,468)

-

Total distributions

(279,357,821)

(28,224,601)

Share transactions - net increase (decrease)

(112,421,513)

1,233,682,324

Redemption fees

4,815,140

2,543,001

Total increase (decrease) in net assets

(4,435,420,902)

3,603,899,318

 

 

 

Net Assets

Beginning of period

6,609,044,583

3,005,145,265

End of period (including undistributed net investment income of $43,729,580 and undistributed net investment income of $25,569,936, respectively)

$ 2,173,623,681

$ 6,609,044,583

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Emerging Markets

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 37.55

$ 22.04

$ 15.71

$ 11.30

$ 9.81

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .42E

.25

.21

.21

.14

Net realized and unrealized gain (loss)

  (22.73)

15.44

6.31

4.30

1.46

Total from investment operations

  (22.31)

15.69

6.52

4.51

1.60

Distributions from net investment income

  (.19)

(.20)

(.21)

(.11)

(.12)

Distributions from net realized gain

  (1.37)

-

-

-

-

Total distributions

  (1.56)

(.20)

(.21)

(.11)

(.12)

Redemption fees added to paid in capitalB

  .03

.02

.02

.01

.01

Net asset value, end of period

$ 13.71

$ 37.55

$ 22.04

$ 15.71

$ 11.30

Total ReturnA

  (61.84)%

71.81%

41.96%

40.25%

16.48%

Ratios to Average Net AssetsC, F

 

 

 

 

 

Expenses before reductions

  1.07%

1.05%

1.11%

1.16%

1.23%

Expenses net of fee waivers, if any

  1.07%

1.05%

1.11%

1.16%

1.23%

Expenses net of all reductions

  1.02%

.99%

1.01%

1.07%

1.18%

Net investment income (loss)

  1.47%E

.89%

1.04%

1.53%

1.27%

Supplemental Data

 

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,086,196

$ 6,609,045

$ 3,005,145

$ 1,392,223

$ 604,550

Portfolio turnover rateD

  63%

52%

66%

68%

112%

A Total returns would have been lower had certain expenses not been reduced during the periods shown. B Calculated based on average shares outstanding during the period. C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. D Amount does not include the portfolio activity of any underlying Fidelity Central Funds. E Investment income per share reflects a special dividend which amounted to $.09 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.17%. F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

Financial Highlights - Class K

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 31.99

Income from Investment Operations

 

Net investment income (loss) D

  .15 G

Net realized and unrealized gain (loss)

  (18.43)

Total from investment operations

  (18.28)

Redemption fees added to paid in capital D

  .01

Net asset value, end of period

$ 13.72

Total Return B, C

  (57.11)%

Ratios to Average Net Assets E, I

 

Expenses before reductions

  .92% A

Expenses net of fee waivers, if any

  .92% A

Expenses net of all reductions

  .87% A

Net investment income (loss)

  2.02% A, G

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 87,427

Portfolio turnover rate F

  63%

A Annualized B Total returns for periods of less than one year are not annualized. C Total returns would have been lower had certain expenses not been reduced during the periods shown. D Calculated based on average shares outstanding during the period. E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds. F Amount does not include the portfolio activity of any underlying Fidelity Central Funds. G Investment income per share reflects a special dividend which amounted to $.02 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been 1.71%. H For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008. I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Emerging Markets

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Emerging Markets Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. On January 17, 2008, the Board of Trustees approved the creation of an additional class of shares. The Fund commenced sale of Class K shares and the existing class was designated Emerging Markets on May 9, 2008. The Fund offers Emerging Markets and Class K shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Debt securities, including restricted securities, are valued by independent pricing services or by dealers who make markets in such securities. Pricing services consider yield or price of bonds of comparable quality, coupon, maturity and type as well as dealer supplied prices. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Emerging Markets
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Large, non-recurring dividends recognized by the Fund are presented separately on the Statement of Operations as "Special Dividends" and the impact of these dividends is presented in the Financial Highlights. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), deferred trustees compensation, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 211,332,000

Unrealized depreciation

(1,173,383,176)

Net unrealized appreciation (depreciation)

(962,051,176)

Undistributed ordinary income

31,514,547

Capital loss carryforward

(515,443,831)

 

 

Cost for federal income tax purposes

$ 3,163,760,393

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 41,187,374

$ 28,224,601

Long-term Capital Gains

238,170,447

-

Total

$ 279,357,821

$ 28,224,601

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $3,288,862,920 and $3,596,737,360, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of Emerging Markets and asset-based fees of .05% of average net assets for Class K. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the transfer agent fees for Emerging Markets were equivalent to an annualized rate of .22% of average net assets. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for Emerging Markets. For the period, each class paid the following transfer agent fees:

 

Amount

Emerging Markets

$ 11,874,974

Class K

4,842

Total

$ 11,879,816

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $485 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily
Loan Balance

Weighted Average Interest Rate

Interest
Expense

Borrower

$ 4,222,000

4.77%

$ 1,119

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $11,091 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

Annual Report

Emerging Markets
Notes to Financial Statements - continued

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $5,081,000. The weighted average interest rate was 4.50%. The interest expense amounted to $635 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse a portion of Emerging Market's operating expenses. During the period, this reimbursement reduced the class' expenses by $12,763.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $2,603,656 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $2,580. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

Emerging Markets

$ 116,365

Class K

12

 

$ 116,377

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $477, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

Annual Report

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Emerging Markets

$ 34,024,353

$ 28,224,601

From net realized gain

 

 

Emerging Markets

$ 245,333,468

$ -

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008 A

2007

2008 A

2007

Emerging Markets

 

 

 

 

Shares sold

88,151,350

96,979,878

$ 2,616,256,871

$ 2,766,036,681

Conversion to Class K

(6,470,724)

-

(122,161,593)

-

Reinvestment of distributions

7,825,864

1,154,965

270,227,076

27,314,929

Shares redeemed

(113,371,134)

(58,453,895)

(2,997,083,479)

(1,559,669,286)

Net increase (decrease)

(23,864,644)

39,680,948

$ (232,761,125)

$ 1,233,682,324

Class K

 

 

 

 

Shares sold

379,643

-

$ 5,848,087

$ -

Conversion to Class K

6,466,184

-

122,161,593

-

Shares redeemed

(475,589)

-

(7,670,068)

-

Net increase (decrease)

6,370,238

-

$ 120,339,612

$ -

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity Emerging Markets Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity Emerging Markets Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the periods indicated, the changes in its net assets for each of the periods indicated and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity Emerging Markets Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-
present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2007

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Annual Report

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-
present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of FDC (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of Fidelity Distributors Corporation (FDC) (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Markets Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in that fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objectives and disciplines. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of a fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance, as well as the fund's relative investment performance measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, the fund's cumulative total returns, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. (Emerging Markets Fund did not offer Class K as of December 31, 2007.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund.

Fidelity Emerging Markets Fund

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The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of the fund was in the first quartile for all the periods shown. The Board also stated that the investment performance of the fund compared favorably to its benchmark for all the periods shown.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the charts below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group". The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than a fund's. For example, a TMG % of 9% would mean that 91% of the funds in the Total Mapped Group had higher management fees than a fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which a fund's management fee ranked, is also included in the charts and considered by the Board.

Annual Report

Fidelity Emerging Markets Fund

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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of the fund's total expenses, the Board considered the fund's management fee as well as other fund expenses, such as transfer agent fees, pricing and bookkeeping fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of the fund compared to competitive fund median expenses. The fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the fund's total expenses ranked below its competitive median for 2007.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the fund's total expenses were reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for the fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees - continued

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the funds' business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

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Fidelity Automated Service Telephone (FAST®)
1-800-544-5555

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

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Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

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Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

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For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 Old N. Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

11 Penn Plaza
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

14100 San Pedro
San Antonio, TX

1576 East Southlake Blvd.
Southlake, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research (U.K.) Inc.
Fidelity Research & Analysis Company
Fidelity Investments Japan Limited
FIL Investment Advisors
FIL Investment Advisors
(U.K.) Limited
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional

Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodians

JPMorgan Chase Bank
New York, NY

Fidelity's International Equity Funds

International Capital Appreciation Fund

Canada Fund

China Region Fund

Diversified International Fund

Emerging Markets Fund

Europe Fund

Europe Capital Appreciation Fund

Global Balanced Fund

Global Commodity Stock Fund

International Discovery Fund

International Growth Fund

International Small Cap Fund

International Small Cap Opportunities Fund

International Value Fund

Japan Fund

Japan Smaller Companies Fund

Latin America Fund

Nordic Fund

Overseas Fund

Pacific Basin Fund

Southeast Asia Fund

Total International Equity

Worldwide Fund

Corporate Headquarters

82 Devonshire Street
Boston, MA 02109
www.fidelity.com

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118

for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

EMF-K-UANN-1208
1.863014.100

fid306

Fidelity®
Emerging Europe,
Middle East, Africa (EMEA)
Fund

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Summary

<Click Here>

A summary of the fund's holdings.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 8, 2008 to October 31, 2008). The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 475.00

$ 5.35B

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61C

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 475.00

$ 6.24B

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87C

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 473.00

$ 8.01B

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39C

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 473.00

$ 8.01B

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39C

Emerging Europe,
Middle East, Africa (EMEA)

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 476.00

$ 4.46B

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34C

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 476.00

$ 4.46B

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 177/366 (to reflect the period May 8, 2008 to October 31, 2008).

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Summary (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

South Africa 38.1%

 

fid910

Russia 30.8%

 

fid912

Israel 7.2%

 

fid914

Czech Republic 5.7%

 

fid916

United States of America 3.9%

 

fid918

Egypt 3.4%

 

fid920

Turkey 2.4%

 

fid922

Kenya 2.2%

 

fid924

Nigeria 2.0%

 

fid926

Other 4.3%

 

fid928

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

Stocks and Investment Companies

96.1

Short-Term Investments and Net Other Assets

3.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

OAO Gazprom (Russia, Oil, Gas & Consumable Fuels)

13.9

MTN Group Ltd. (South Africa, Wireless Telecommunication Services)

8.9

Sasol Ltd. (South Africa, Oil, Gas & Consumable Fuels)

6.5

Lukoil Oil Co. sponsored ADR (Russia, Oil, Gas & Consumable Fuels)

6.4

Teva Pharmaceutical Industries Ltd. (Israel, Pharmaceuticals)

6.7

Ceske Energeticke Zavody AS (Czech Republic, Electric Utilities)

4.5

Harmony Gold Mining Co. Ltd. (South Africa, Metals & Mining)

4.4

Raubex Group Ltd. (South Africa, Construction & Engineering)

3.6

Exxaro Resources Ltd. (South Africa, Metals & Mining)

2.9

Sberbank (Savings Bank of the Russian Federation) (Russia, Commercial Banks)

2.6

 

60.4

Market Sectors as of October 31, 2008

 

% of fund's
net assets

Energy

29.4

Materials

16.3

Telecommunication Services

16.1

Industrials

9.1

Consumer Staples

7.0

Health Care

6.7

Utilities

4.7

Financials

4.4

Consumer Discretionary

1.0

Information Technology

0.3

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 95.0%

Shares

Value

Canada - 0.2%

Addax Petroleum, Inc.

5,300

$ 79,118

Czech Republic - 5.7%

Ceske Energeticke Zavody AS

39,400

1,704,984

Cesky Telecom AS

22,291

472,353

TOTAL CZECH REPUBLIC

2,177,337

Egypt - 3.4%

Arab Cotton Ginning

218,800

137,203

EFG-Hermes Holding SAE

36,600

163,279

Egyptian Co. for Mobile Services (MobiNil)

44,811

851,100

Orascom Construction Industries

4,280

141,854

TOTAL EGYPT

1,293,436

Israel - 7.2%

EL AL Israel Airlines Ltd.

236,200

54,736

Partner Communications Co. Ltd. ADR

6,300

117,684

Teva Pharmaceutical Industries Ltd.

56,800

2,316,489

Teva Pharmaceutical Industries Ltd. sponsored ADR

6,600

283,008

TOTAL ISRAEL

2,771,917

Kenya - 2.2%

Athi River Mining Ltd.

392,806

465,621

British American Tobacco Kenya Ltd.

30,000

57,125

East African Breweries Ltd.

209,743

322,682

TOTAL KENYA

845,428

Nigeria - 2.0%

Guaranty Trust Bank PLC (Reg. S) unit

92,526

508,893

Nigerian Breweries PLC

853,181

233,193

Zenith Bank PLC (a)

200,000

42,515

TOTAL NIGERIA

784,601

Poland - 1.6%

Telekomunikacja Polska SA

79,700

599,617

Russia - 30.8%

Comstar United TeleSystems OJSC GDR (Reg. S)

52,000

145,080

Lukoil Oil Co. sponsored ADR

64,300

2,456,260

Mobile TeleSystems OJSC sponsored ADR

6,700

262,305

OAO Gazprom

1,058,700

5,124,106

OAO Gazprom sponsored ADR (Reg. S)

10,900

216,583

OAO Tatneft

405,200

688,840

OJSC MMC Norilsk Nickel

3,084

300,690

Common Stocks - continued

Shares

Value

Russia - continued

OJSC MMC Norilsk Nickel:

ADR

23,900

$ 239,239

sponsored ADR

16,400

171,380

Polymetal JSC GDR (Reg. S) (a)

289,000

867,000

RusHydro OJSC (a)

4,544,300

83,615

Sberbank (Savings Bank of the Russian Federation)

888,100

923,624

Sberbank (Savings Bank of the Russian Federation) GDR

500

91,708

Vimpel Communications sponsored ADR

11,100

160,950

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)

2,200

96,668

TOTAL RUSSIA

11,828,048

South Africa - 38.1%

AFGRI Ltd.

473,100

213,064

Africa Cellular Towers Ltd. (a)

2,702,300

359,569

Austro Group Ltd. (a)

411,000

42,068

Aveng Ltd.

96,100

472,041

Cashbuild Ltd.

38,475

212,656

DRDGOLD Ltd.

1,057,400

422,094

Exxaro Resources Ltd.

169,300

1,115,959

Gold Fields Ltd.

59,400

413,725

Harmony Gold Mining Co. Ltd. (a)

231,800

1,696,181

Kwikspace Modular Buildings Ltd.

936,224

618,080

MTN Group Ltd.

306,600

3,420,614

Murray & Roberts Holdings Ltd.

112,300

758,399

Paracon Holdings Ltd.

823,200

106,165

Raubex Group Ltd.

539,200

1,393,531

Sasol Ltd.

85,000

2,509,980

Shoprite Holdings Ltd.

138,200

728,485

Zeder Investments Ltd.

834,386

136,645

TOTAL SOUTH AFRICA

14,619,256

Turkey - 2.4%

Bim Birlesik Magazalar AS JSC

42,000

843,510

Tupras-Turkiye Petrol Rafinerileri AS

5,000

63,166

TOTAL TURKEY

906,676

United Kingdom - 1.0%

Afren PLC (a)

205,300

157,504

Randgold Resources Ltd. sponsored ADR

7,600

235,676

TOTAL UNITED KINGDOM

393,180

Common Stocks - continued

Shares

Value

Zambia - 0.4%

Celtel Zambia Ltd.

1,355,201

$ 166,444

TOTAL COMMON STOCKS

(Cost $67,520,085)

36,465,058

Investment Companies - 1.1%

 

 

 

 

Canada - 1.1%

Horizons BetaPro COMEX Gold Bullion Bull Plus ETF (a)
(Cost $752,672)

45,500

434,322

Money Market Funds - 5.3%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)
(Cost $2,034,731)

2,034,731

2,034,731

TOTAL INVESTMENT PORTFOLIO - 101.4%

(Cost $70,307,488)

38,934,111

NET OTHER ASSETS - (1.4)%

(540,051)

NET ASSETS - 100%

$ 38,394,060

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 55,332

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $9,997,975 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $68,272,757)

$ 36,899,380

 

Fidelity Central Funds (cost $2,034,731)

2,034,731

 

Total Investments (cost $70,307,488)

 

$ 38,934,111

Receivable for investments sold

147,681

Receivable for fund shares sold

217,122

Dividends receivable

42,049

Distributions receivable from Fidelity Central Funds

1,244

Receivable from investment adviser for expense reductions

41,228

Other receivables

35,067

Total assets

39,418,502

 

 

 

Liabilities

Payable to custodian bank

$ 132,397

Payable for investments purchased

600,641

Payable for fund shares redeemed

87,638

Accrued management fee

26,555

Distribution fees payable

1,620

Other affiliated payables

16,432

Other payables and accrued expenses

159,159

Total liabilities

1,024,442

 

 

 

Net Assets

$ 38,394,060

Net Assets consist of:

 

Paid in capital

$ 79,823,062

Undistributed net investment income

215,625

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(10,269,495)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(31,375,132)

Net Assets

$ 38,394,060

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption price per share ($1,368,278 ÷ 287,952 shares)

$ 4.75

 

 

 

Maximum offering price per share (100/94.25 of $4.75)

$ 5.04

Class T:
Net Asset Value
and redemption price per share ($567,501 ÷ 119,577 shares)

$ 4.75

 

 

 

Maximum offering price per share (100/96.50 of $4.75)

$ 4.92

Class B:
Net Asset Value
and offering price per share
($487,381 ÷ 102,948 shares)A

$ 4.73

 

 

 

Class C:
Net Asset Value
and offering price per share
($740,888 ÷ 156,496 shares)A

$ 4.73

 

 

 

Emerging Europe, Middle East, Africa (EMEA):
Net Asset Value
, offering price and redemption price per share ($32,534,805 ÷ 6,838,077 shares)

$ 4.76

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,695,207 ÷ 566,502 shares)

$ 4.76

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

For the period May 8, 2008
(commencement of operations) to
October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 559,154

Interest

 

16,892

Income from Fidelity Central Funds

 

55,332

 

 

631,378

Less foreign taxes withheld

 

(19,984)

Total income

 

611,394

 

 

 

Expenses

Management fee

$ 199,081

Transfer agent fees

78,494

Distribution fees

12,456

Accounting fees and expenses

12,758

Custodian fees and expenses

155,316

Independent trustees' compensation

95

Registration fees

55,550

Audit

49,557

Total expenses before reductions

563,307

Expense reductions

(303,697)

259,610

Net investment income (loss)

351,784

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(10,268,466)

Foreign currency transactions

(137,188)

Total net realized gain (loss)

 

(10,405,654)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(31,373,377)

Assets and liabilities in foreign currencies

(1,755)

Total change in net unrealized appreciation (depreciation)

 

(31,375,132)

Net gain (loss)

(41,780,786)

Net increase (decrease) in net assets resulting from operations

$ (41,429,002)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

For the period
May 8, 2008
(commencement of operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 351,784

Net realized gain (loss)

(10,405,654)

Change in net unrealized appreciation (depreciation)

(31,375,132)

Net increase (decrease) in net assets resulting from operations

(41,429,002)

Share transactions - net increase (decrease)

79,670,886

Redemption fees

152,176

Total increase (decrease) in net assets

38,394,060

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $215,625)

$ 38,394,060

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .04

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.27)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.75

Total Return B, C, D

  (52.50)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.50% A

Expenses net of fee waivers, if any

  1.50% A

Expenses net of all reductions

  1.23% A

Net investment income (loss)

  1.20% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 1,368

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .04

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.27)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.75

Total Return B, C, D

  (52.50)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.78% A

Expenses net of fee waivers, if any

  1.75% A

Expenses net of all reductions

  1.49% A

Net investment income (loss)

  .95% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 568

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.29)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.73

Total Return B, C, D

  (52.70)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  3.32% A

Expenses net of fee waivers, if any

  2.25% A

Expenses net of all reductions

  1.99% A

Net investment income (loss)

  .45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 487

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.29)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.73

Total Return B, C, D

  (52.70)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  3.28% A

Expenses net of fee waivers, if any

  2.25% A

Expenses net of all reductions

  1.99% A

Net investment income (loss)

  .45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 741

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Emerging Europe, Middle East, Africa (EMEA)

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .05

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.26)

Redemption fees added to paid in capital D

  .02

Net asset value, end of period

$ 4.76

Total Return B, C

  (52.40)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  2.19% A

Expenses net of fee waivers, if any

  1.25% A

Expenses net of all reductions

  .98% A

Net investment income (loss)

  1.45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 32,535

Portfolio turnover rate F

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .05

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.26)

Redemption fees added to paid in capital D

  .02

Net asset value, end of period

$ 4.76

Total Return B, C

  (52.40)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  2.12% A

Expenses net of fee waivers, if any

  1.25% A

Expenses net of all reductions

  .98% A

Net investment income (loss)

  1.46% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,695

Portfolio turnover rate F

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund) is a non-diversified fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Emerging Europe, Middle East, Africa (EMEA), and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 544,450

Unrealized depreciation

(32,191,102)

Net unrealized appreciation (depreciation)

(31,646,652)

Undistributed ordinary income

215,374

Capital loss carryforward

(9,997,975)

 

 

Cost for federal income tax purposes

$ 70,580,763

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $111,504,337 and $32,962,700, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .81% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

.00%

.25%

$ 1,896

$ 761

Class T

.25%

.25%

2,000

1,515

Class B

.75%

.25%

3,632

3,482

Class C

.75%

.25%

4,928

4,437

 

 

 

$ 12,456

$ 10,195

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 5,923

Class T

524

Class B*

513

Class C*

272

 

$ 7,232

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets
*

Class A

$ 2,312

.31

Class T

907

.23

Class B

902

.25

Class C

1,374

.28

Emerging Europe, Middle East, Africa (EMEA)

71,417

.33

Institutional Class

1,582

.20

 

$ 78,494

 

* Annualized

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The fee is based on the level of average net assets for the month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $166 for the period.

7. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 7,707

Class T

1.75%

4,165

Class B

2.25%

3,924

Class C

2.25%

5,138

Emerging Europe, Middle East, Africa (EMEA)

1.25%

208,302

Institutional Class

1.25%

7,188

 

 

$ 236,424

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $65,477 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,796.

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum

Annual Report

8. Other - continued

exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 32% of the total outstanding shares of the Fund.

9. Share Transactions.

Transactions for each class of shares were as follows:

 

SharesA

DollarsA

Year ended October 31,

2008

2008

Class A

 

 

Shares sold

344,487

$ 3,038,678

Shares redeemed

(56,535)

(363,899)

Net increase (decrease)

287,952

$ 2,674,779

Class T

 

 

Shares sold

130,067

$ 1,228,022

Shares redeemed

(10,490)

(50,821)

Net increase (decrease)

119,577

$ 1,177,201

Class B

 

 

Shares sold

115,650

$ 1,098,908

Shares redeemed

(12,702)

(76,194)

Net increase (decrease)

102,948

$ 1,022,714

Class C

 

 

Shares sold

174,986

$ 1,629,690

Shares redeemed

(18,490)

(109,269)

Net increase (decrease)

156,496

$ 1,520,421

Emerging Europe, Middle East, Africa (EMEA)

 

 

Shares sold

10,218,704

$ 92,385,312

Shares redeemed

(3,380,627)

(23,437,711)

Net increase (decrease)

6,838,077

$ 68,947,601

Institutional Class

 

 

Shares sold

598,356

$ 4,518,354

Shares redeemed

(31,854)

(190,184)

Net increase (decrease)

566,502

$ 4,328,170

A For the period May 8, 2008 (commencement of operations) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations, the statement of changes in net assets and the financial highlights for the period from May 8, 2008 (Commencement of Operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund as of October 31, 2008, the results of its operations, the changes in its net assets and its financial highlights for the period from May 8, 2008 (Commencement of Operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered a broad range of information. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and projected total operating expenses of each class of the fund in reviewing the Advisory Contracts. The Board noted that the fund's management fee rate is lower than the median fee rate of funds with similar Lipper investment objective categories and comparable management fee characteristics. The Board considered that the projected total operating expenses are comparable to those of similar classes and funds that Fidelity offers to shareholders. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Based on its review, the Board concluded that the fund's management fee and proposed total expenses of each class were fair and reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The fund has only recently commenced operations and therefore no revenue, cost, or profitability data was available for the Board to review in respect of the fund at the time in renew the Advisory Contracts. In connection with its future renewal of the fund's Advisory Contracts, the Board will consider the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual
fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
Campbell, CA

19200 Von Karman Avenue
Irvine, CA

601 Larkspur Landing Circle
Larkspur, CA

2000 Avenue of the Stars
Los Angeles, CA

27101 Puerta Real
Mission Viejo, CA

73-575 El Paseo
Palm Desert, CA

251 University Avenue
Palo Alto, CA

123 South Lake Avenue
Pasadena, CA

16656 Bernardo Ctr. Drive
Rancho Bernardo, CA

1220 Roseville Parkway
Roseville, CA

1740 Arden Way
Sacramento, CA

7676 Hazard Center Drive
San Diego, CA

11943 El Camino Real
San Diego, CA

8 Montgomery Street
San Francisco, CA

3793 State Street
Santa Barbara, CA

1200 Wilshire Boulevard
Santa Monica, CA

398 West El Camino Real
Sunnyvale, CA

111 South Westlake Blvd
Thousand Oaks, CA

21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
Coral Gables, FL

2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 Old N. Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

11 Penn Plaza
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

14100 San Pedro
San Antonio, TX

1576 East Southlake Blvd.
Southlake, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Annual Report

Investment Adviser

Fidelity Management &
Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Investments Japan Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank & Trust Company
Quincy, MA

EME-UANN-1208
1.861971.100

fid306

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
Emerging Europe,
Middle East, Africa (EMEA)
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2008

Class A, Class T, Class B, and Class C are classes of Fidelity® Emerging Europe,
Middle East, Africa (EMEA) Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Summary

<Click Here>

A summary of the fund's holdings.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

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Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

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Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

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Trustees and Officers

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Board Approval of Investment Advisory Contracts and Management Fees

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To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 8, 2008 to October 31, 2008). The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 475.00

$ 5.35B

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61C

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 475.00

$ 6.24B

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87C

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 473.00

$ 8.01B

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39C

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 473.00

$ 8.01B

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39C

Emerging Europe,
Middle East, Africa (EMEA)

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 476.00

$ 4.46B

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34C

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 476.00

$ 4.46B

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 177/366 (to reflect the period May 8, 2008 to October 31, 2008).

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Summary (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

South Africa 38.1%

 

fid910

Russia 30.8%

 

fid912

Israel 7.2%

 

fid914

Czech Republic 5.7%

 

fid916

United States of America 3.9%

 

fid918

Egypt 3.4%

 

fid920

Turkey 2.4%

 

fid922

Kenya 2.2%

 

fid924

Nigeria 2.0%

 

fid926

Other 4.3%

 

fid957

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

Stocks and Investment Companies

96.1

Short-Term Investments and Net Other Assets

3.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

OAO Gazprom (Russia, Oil, Gas & Consumable Fuels)

13.9

MTN Group Ltd. (South Africa, Wireless Telecommunication Services)

8.9

Sasol Ltd. (South Africa, Oil, Gas & Consumable Fuels)

6.5

Lukoil Oil Co. sponsored ADR (Russia, Oil, Gas & Consumable Fuels)

6.4

Teva Pharmaceutical Industries Ltd. (Israel, Pharmaceuticals)

6.7

Ceske Energeticke Zavody AS (Czech Republic, Electric Utilities)

4.5

Harmony Gold Mining Co. Ltd. (South Africa, Metals & Mining)

4.4

Raubex Group Ltd. (South Africa, Construction & Engineering)

3.6

Exxaro Resources Ltd. (South Africa, Metals & Mining)

2.9

Sberbank (Savings Bank of the Russian Federation) (Russia, Commercial Banks)

2.6

 

60.4

Market Sectors as of October 31, 2008

 

% of fund's
net assets

Energy

29.4

Materials

16.3

Telecommunication Services

16.1

Industrials

9.1

Consumer Staples

7.0

Health Care

6.7

Utilities

4.7

Financials

4.4

Consumer Discretionary

1.0

Information Technology

0.3

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 95.0%

Shares

Value

Canada - 0.2%

Addax Petroleum, Inc.

5,300

$ 79,118

Czech Republic - 5.7%

Ceske Energeticke Zavody AS

39,400

1,704,984

Cesky Telecom AS

22,291

472,353

TOTAL CZECH REPUBLIC

2,177,337

Egypt - 3.4%

Arab Cotton Ginning

218,800

137,203

EFG-Hermes Holding SAE

36,600

163,279

Egyptian Co. for Mobile Services (MobiNil)

44,811

851,100

Orascom Construction Industries

4,280

141,854

TOTAL EGYPT

1,293,436

Israel - 7.2%

EL AL Israel Airlines Ltd.

236,200

54,736

Partner Communications Co. Ltd. ADR

6,300

117,684

Teva Pharmaceutical Industries Ltd.

56,800

2,316,489

Teva Pharmaceutical Industries Ltd. sponsored ADR

6,600

283,008

TOTAL ISRAEL

2,771,917

Kenya - 2.2%

Athi River Mining Ltd.

392,806

465,621

British American Tobacco Kenya Ltd.

30,000

57,125

East African Breweries Ltd.

209,743

322,682

TOTAL KENYA

845,428

Nigeria - 2.0%

Guaranty Trust Bank PLC (Reg. S) unit

92,526

508,893

Nigerian Breweries PLC

853,181

233,193

Zenith Bank PLC (a)

200,000

42,515

TOTAL NIGERIA

784,601

Poland - 1.6%

Telekomunikacja Polska SA

79,700

599,617

Russia - 30.8%

Comstar United TeleSystems OJSC GDR (Reg. S)

52,000

145,080

Lukoil Oil Co. sponsored ADR

64,300

2,456,260

Mobile TeleSystems OJSC sponsored ADR

6,700

262,305

OAO Gazprom

1,058,700

5,124,106

OAO Gazprom sponsored ADR (Reg. S)

10,900

216,583

OAO Tatneft

405,200

688,840

OJSC MMC Norilsk Nickel

3,084

300,690

Common Stocks - continued

Shares

Value

Russia - continued

OJSC MMC Norilsk Nickel:

ADR

23,900

$ 239,239

sponsored ADR

16,400

171,380

Polymetal JSC GDR (Reg. S) (a)

289,000

867,000

RusHydro OJSC (a)

4,544,300

83,615

Sberbank (Savings Bank of the Russian Federation)

888,100

923,624

Sberbank (Savings Bank of the Russian Federation) GDR

500

91,708

Vimpel Communications sponsored ADR

11,100

160,950

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)

2,200

96,668

TOTAL RUSSIA

11,828,048

South Africa - 38.1%

AFGRI Ltd.

473,100

213,064

Africa Cellular Towers Ltd. (a)

2,702,300

359,569

Austro Group Ltd. (a)

411,000

42,068

Aveng Ltd.

96,100

472,041

Cashbuild Ltd.

38,475

212,656

DRDGOLD Ltd.

1,057,400

422,094

Exxaro Resources Ltd.

169,300

1,115,959

Gold Fields Ltd.

59,400

413,725

Harmony Gold Mining Co. Ltd. (a)

231,800

1,696,181

Kwikspace Modular Buildings Ltd.

936,224

618,080

MTN Group Ltd.

306,600

3,420,614

Murray & Roberts Holdings Ltd.

112,300

758,399

Paracon Holdings Ltd.

823,200

106,165

Raubex Group Ltd.

539,200

1,393,531

Sasol Ltd.

85,000

2,509,980

Shoprite Holdings Ltd.

138,200

728,485

Zeder Investments Ltd.

834,386

136,645

TOTAL SOUTH AFRICA

14,619,256

Turkey - 2.4%

Bim Birlesik Magazalar AS JSC

42,000

843,510

Tupras-Turkiye Petrol Rafinerileri AS

5,000

63,166

TOTAL TURKEY

906,676

United Kingdom - 1.0%

Afren PLC (a)

205,300

157,504

Randgold Resources Ltd. sponsored ADR

7,600

235,676

TOTAL UNITED KINGDOM

393,180

Common Stocks - continued

Shares

Value

Zambia - 0.4%

Celtel Zambia Ltd.

1,355,201

$ 166,444

TOTAL COMMON STOCKS

(Cost $67,520,085)

36,465,058

Investment Companies - 1.1%

 

 

 

 

Canada - 1.1%

Horizons BetaPro COMEX Gold Bullion Bull Plus ETF (a)
(Cost $752,672)

45,500

434,322

Money Market Funds - 5.3%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)
(Cost $2,034,731)

2,034,731

2,034,731

TOTAL INVESTMENT PORTFOLIO - 101.4%

(Cost $70,307,488)

38,934,111

NET OTHER ASSETS - (1.4)%

(540,051)

NET ASSETS - 100%

$ 38,394,060

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 55,332

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $9,997,975 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $68,272,757)

$ 36,899,380

 

Fidelity Central Funds (cost $2,034,731)

2,034,731

 

Total Investments (cost $70,307,488)

 

$ 38,934,111

Receivable for investments sold

147,681

Receivable for fund shares sold

217,122

Dividends receivable

42,049

Distributions receivable from Fidelity Central Funds

1,244

Receivable from investment adviser for expense reductions

41,228

Other receivables

35,067

Total assets

39,418,502

 

 

 

Liabilities

Payable to custodian bank

$ 132,397

Payable for investments purchased

600,641

Payable for fund shares redeemed

87,638

Accrued management fee

26,555

Distribution fees payable

1,620

Other affiliated payables

16,432

Other payables and accrued expenses

159,159

Total liabilities

1,024,442

 

 

 

Net Assets

$ 38,394,060

Net Assets consist of:

 

Paid in capital

$ 79,823,062

Undistributed net investment income

215,625

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(10,269,495)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(31,375,132)

Net Assets

$ 38,394,060

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption price per share ($1,368,278 ÷ 287,952 shares)

$ 4.75

 

 

 

Maximum offering price per share (100/94.25 of $4.75)

$ 5.04

Class T:
Net Asset Value
and redemption price per share ($567,501 ÷ 119,577 shares)

$ 4.75

 

 

 

Maximum offering price per share (100/96.50 of $4.75)

$ 4.92

Class B:
Net Asset Value
and offering price per share
($487,381 ÷ 102,948 shares)A

$ 4.73

 

 

 

Class C:
Net Asset Value
and offering price per share
($740,888 ÷ 156,496 shares)A

$ 4.73

 

 

 

Emerging Europe, Middle East, Africa (EMEA):
Net Asset Value
, offering price and redemption price per share ($32,534,805 ÷ 6,838,077 shares)

$ 4.76

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,695,207 ÷ 566,502 shares)

$ 4.76

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

For the period May 8, 2008
(commencement of operations) to
October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 559,154

Interest

 

16,892

Income from Fidelity Central Funds

 

55,332

 

 

631,378

Less foreign taxes withheld

 

(19,984)

Total income

 

611,394

 

 

 

Expenses

Management fee

$ 199,081

Transfer agent fees

78,494

Distribution fees

12,456

Accounting fees and expenses

12,758

Custodian fees and expenses

155,316

Independent trustees' compensation

95

Registration fees

55,550

Audit

49,557

Total expenses before reductions

563,307

Expense reductions

(303,697)

259,610

Net investment income (loss)

351,784

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(10,268,466)

Foreign currency transactions

(137,188)

Total net realized gain (loss)

 

(10,405,654)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(31,373,377)

Assets and liabilities in foreign currencies

(1,755)

Total change in net unrealized appreciation (depreciation)

 

(31,375,132)

Net gain (loss)

(41,780,786)

Net increase (decrease) in net assets resulting from operations

$ (41,429,002)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

For the period
May 8, 2008
(commencement of operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 351,784

Net realized gain (loss)

(10,405,654)

Change in net unrealized appreciation (depreciation)

(31,375,132)

Net increase (decrease) in net assets resulting from operations

(41,429,002)

Share transactions - net increase (decrease)

79,670,886

Redemption fees

152,176

Total increase (decrease) in net assets

38,394,060

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $215,625)

$ 38,394,060

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .04

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.27)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.75

Total Return B, C, D

  (52.50)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.50% A

Expenses net of fee waivers, if any

  1.50% A

Expenses net of all reductions

  1.23% A

Net investment income (loss)

  1.20% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 1,368

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .04

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.27)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.75

Total Return B, C, D

  (52.50)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.78% A

Expenses net of fee waivers, if any

  1.75% A

Expenses net of all reductions

  1.49% A

Net investment income (loss)

  .95% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 568

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.29)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.73

Total Return B, C, D

  (52.70)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  3.32% A

Expenses net of fee waivers, if any

  2.25% A

Expenses net of all reductions

  1.99% A

Net investment income (loss)

  .45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 487

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.29)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.73

Total Return B, C, D

  (52.70)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  3.28% A

Expenses net of fee waivers, if any

  2.25% A

Expenses net of all reductions

  1.99% A

Net investment income (loss)

  .45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 741

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Emerging Europe, Middle East, Africa (EMEA)

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .05

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.26)

Redemption fees added to paid in capital D

  .02

Net asset value, end of period

$ 4.76

Total Return B, C

  (52.40)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  2.19% A

Expenses net of fee waivers, if any

  1.25% A

Expenses net of all reductions

  .98% A

Net investment income (loss)

  1.45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 32,535

Portfolio turnover rate F

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .05

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.26)

Redemption fees added to paid in capital D

  .02

Net asset value, end of period

$ 4.76

Total Return B, C

  (52.40)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  2.12% A

Expenses net of fee waivers, if any

  1.25% A

Expenses net of all reductions

  .98% A

Net investment income (loss)

  1.46% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,695

Portfolio turnover rate F

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund) is a non-diversified fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Emerging Europe, Middle East, Africa (EMEA), and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 544,450

Unrealized depreciation

(32,191,102)

Net unrealized appreciation (depreciation)

(31,646,652)

Undistributed ordinary income

215,374

Capital loss carryforward

(9,997,975)

 

 

Cost for federal income tax purposes

$ 70,580,763

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $111,504,337 and $32,962,700, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .81% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

.00%

.25%

$ 1,896

$ 761

Class T

.25%

.25%

2,000

1,515

Class B

.75%

.25%

3,632

3,482

Class C

.75%

.25%

4,928

4,437

 

 

 

$ 12,456

$ 10,195

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 5,923

Class T

524

Class B*

513

Class C*

272

 

$ 7,232

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets
*

Class A

$ 2,312

.31

Class T

907

.23

Class B

902

.25

Class C

1,374

.28

Emerging Europe, Middle East, Africa (EMEA)

71,417

.33

Institutional Class

1,582

.20

 

$ 78,494

 

* Annualized

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The fee is based on the level of average net assets for the month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $166 for the period.

7. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 7,707

Class T

1.75%

4,165

Class B

2.25%

3,924

Class C

2.25%

5,138

Emerging Europe, Middle East, Africa (EMEA)

1.25%

208,302

Institutional Class

1.25%

7,188

 

 

$ 236,424

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $65,477 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,796.

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum

Annual Report

8. Other - continued

exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 32% of the total outstanding shares of the Fund.

9. Share Transactions.

Transactions for each class of shares were as follows:

 

SharesA

DollarsA

Year ended October 31,

2008

2008

Class A

 

 

Shares sold

344,487

$ 3,038,678

Shares redeemed

(56,535)

(363,899)

Net increase (decrease)

287,952

$ 2,674,779

Class T

 

 

Shares sold

130,067

$ 1,228,022

Shares redeemed

(10,490)

(50,821)

Net increase (decrease)

119,577

$ 1,177,201

Class B

 

 

Shares sold

115,650

$ 1,098,908

Shares redeemed

(12,702)

(76,194)

Net increase (decrease)

102,948

$ 1,022,714

Class C

 

 

Shares sold

174,986

$ 1,629,690

Shares redeemed

(18,490)

(109,269)

Net increase (decrease)

156,496

$ 1,520,421

Emerging Europe, Middle East, Africa (EMEA)

 

 

Shares sold

10,218,704

$ 92,385,312

Shares redeemed

(3,380,627)

(23,437,711)

Net increase (decrease)

6,838,077

$ 68,947,601

Institutional Class

 

 

Shares sold

598,356

$ 4,518,354

Shares redeemed

(31,854)

(190,184)

Net increase (decrease)

566,502

$ 4,328,170

A For the period May 8, 2008 (commencement of operations) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations, the statement of changes in net assets and the financial highlights for the period from May 8, 2008 (Commencement of Operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund as of October 31, 2008, the results of its operations, the changes in its net assets and its financial highlights for the period from May 8, 2008 (Commencement of Operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered a broad range of information. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and projected total operating expenses of each class of the fund in reviewing the Advisory Contracts. The Board noted that the fund's management fee rate is lower than the median fee rate of funds with similar Lipper investment objective categories and comparable management fee characteristics. The Board considered that the projected total operating expenses are comparable to those of similar classes and funds that Fidelity offers to shareholders. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Based on its review, the Board concluded that the fund's management fee and proposed total expenses of each class were fair and reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The fund has only recently commenced operations and therefore no revenue, cost, or profitability data was available for the Board to review in respect of the fund at the time in renew the Advisory Contracts. In connection with its future renewal of the fund's Advisory Contracts, the Board will consider the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Investments Japan Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank & Trust Company
Quincy, MA

AEME-UANN-1208
1.861988.100

fid959

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
Emerging Europe,
Middle East, Africa (EMEA)
Fund - Institutional Class

Annual Report

October 31, 2008

Institutional Class is a
class of Fidelity® Emerging Europe, Middle East, Africa (EMEA) Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Summary

<Click Here>

A summary of the fund's holdings.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 8, 2008 to October 31, 2008). The hypothetical expense Example is based on an investment of $1,000 invested for the one-half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 475.00

$ 5.35B

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61C

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 475.00

$ 6.24B

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87C

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 473.00

$ 8.01B

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39C

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 473.00

$ 8.01B

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39C

Emerging Europe,
Middle East, Africa (EMEA)

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 476.00

$ 4.46B

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34C

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 476.00

$ 4.46B

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 177/366 (to reflect the period May 8, 2008 to October 31, 2008).

C Hypothetical expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Summary (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

South Africa 38.1%

 

fid910

Russia 30.8%

 

fid912

Israel 7.2%

 

fid914

Czech Republic 5.7%

 

fid916

United States of America 3.9%

 

fid918

Egypt 3.4%

 

fid920

Turkey 2.4%

 

fid922

Kenya 2.2%

 

fid924

Nigeria 2.0%

 

fid926

Other 4.3%

 

fid980

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

Stocks and Investment Companies

96.1

Short-Term Investments and Net Other Assets

3.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

OAO Gazprom (Russia, Oil, Gas & Consumable Fuels)

13.9

MTN Group Ltd. (South Africa, Wireless Telecommunication Services)

8.9

Sasol Ltd. (South Africa, Oil, Gas & Consumable Fuels)

6.5

Lukoil Oil Co. sponsored ADR (Russia, Oil, Gas & Consumable Fuels)

6.4

Teva Pharmaceutical Industries Ltd. (Israel, Pharmaceuticals)

6.7

Ceske Energeticke Zavody AS (Czech Republic, Electric Utilities)

4.5

Harmony Gold Mining Co. Ltd. (South Africa, Metals & Mining)

4.4

Raubex Group Ltd. (South Africa, Construction & Engineering)

3.6

Exxaro Resources Ltd. (South Africa, Metals & Mining)

2.9

Sberbank (Savings Bank of the Russian Federation) (Russia, Commercial Banks)

2.6

 

60.4

Market Sectors as of October 31, 2008

 

% of fund's
net assets

Energy

29.4

Materials

16.3

Telecommunication Services

16.1

Industrials

9.1

Consumer Staples

7.0

Health Care

6.7

Utilities

4.7

Financials

4.4

Consumer Discretionary

1.0

Information Technology

0.3

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 95.0%

Shares

Value

Canada - 0.2%

Addax Petroleum, Inc.

5,300

$ 79,118

Czech Republic - 5.7%

Ceske Energeticke Zavody AS

39,400

1,704,984

Cesky Telecom AS

22,291

472,353

TOTAL CZECH REPUBLIC

2,177,337

Egypt - 3.4%

Arab Cotton Ginning

218,800

137,203

EFG-Hermes Holding SAE

36,600

163,279

Egyptian Co. for Mobile Services (MobiNil)

44,811

851,100

Orascom Construction Industries

4,280

141,854

TOTAL EGYPT

1,293,436

Israel - 7.2%

EL AL Israel Airlines Ltd.

236,200

54,736

Partner Communications Co. Ltd. ADR

6,300

117,684

Teva Pharmaceutical Industries Ltd.

56,800

2,316,489

Teva Pharmaceutical Industries Ltd. sponsored ADR

6,600

283,008

TOTAL ISRAEL

2,771,917

Kenya - 2.2%

Athi River Mining Ltd.

392,806

465,621

British American Tobacco Kenya Ltd.

30,000

57,125

East African Breweries Ltd.

209,743

322,682

TOTAL KENYA

845,428

Nigeria - 2.0%

Guaranty Trust Bank PLC (Reg. S) unit

92,526

508,893

Nigerian Breweries PLC

853,181

233,193

Zenith Bank PLC (a)

200,000

42,515

TOTAL NIGERIA

784,601

Poland - 1.6%

Telekomunikacja Polska SA

79,700

599,617

Russia - 30.8%

Comstar United TeleSystems OJSC GDR (Reg. S)

52,000

145,080

Lukoil Oil Co. sponsored ADR

64,300

2,456,260

Mobile TeleSystems OJSC sponsored ADR

6,700

262,305

OAO Gazprom

1,058,700

5,124,106

OAO Gazprom sponsored ADR (Reg. S)

10,900

216,583

OAO Tatneft

405,200

688,840

OJSC MMC Norilsk Nickel

3,084

300,690

Common Stocks - continued

Shares

Value

Russia - continued

OJSC MMC Norilsk Nickel:

ADR

23,900

$ 239,239

sponsored ADR

16,400

171,380

Polymetal JSC GDR (Reg. S) (a)

289,000

867,000

RusHydro OJSC (a)

4,544,300

83,615

Sberbank (Savings Bank of the Russian Federation)

888,100

923,624

Sberbank (Savings Bank of the Russian Federation) GDR

500

91,708

Vimpel Communications sponsored ADR

11,100

160,950

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)

2,200

96,668

TOTAL RUSSIA

11,828,048

South Africa - 38.1%

AFGRI Ltd.

473,100

213,064

Africa Cellular Towers Ltd. (a)

2,702,300

359,569

Austro Group Ltd. (a)

411,000

42,068

Aveng Ltd.

96,100

472,041

Cashbuild Ltd.

38,475

212,656

DRDGOLD Ltd.

1,057,400

422,094

Exxaro Resources Ltd.

169,300

1,115,959

Gold Fields Ltd.

59,400

413,725

Harmony Gold Mining Co. Ltd. (a)

231,800

1,696,181

Kwikspace Modular Buildings Ltd.

936,224

618,080

MTN Group Ltd.

306,600

3,420,614

Murray & Roberts Holdings Ltd.

112,300

758,399

Paracon Holdings Ltd.

823,200

106,165

Raubex Group Ltd.

539,200

1,393,531

Sasol Ltd.

85,000

2,509,980

Shoprite Holdings Ltd.

138,200

728,485

Zeder Investments Ltd.

834,386

136,645

TOTAL SOUTH AFRICA

14,619,256

Turkey - 2.4%

Bim Birlesik Magazalar AS JSC

42,000

843,510

Tupras-Turkiye Petrol Rafinerileri AS

5,000

63,166

TOTAL TURKEY

906,676

United Kingdom - 1.0%

Afren PLC (a)

205,300

157,504

Randgold Resources Ltd. sponsored ADR

7,600

235,676

TOTAL UNITED KINGDOM

393,180

Common Stocks - continued

Shares

Value

Zambia - 0.4%

Celtel Zambia Ltd.

1,355,201

$ 166,444

TOTAL COMMON STOCKS

(Cost $67,520,085)

36,465,058

Investment Companies - 1.1%

 

 

 

 

Canada - 1.1%

Horizons BetaPro COMEX Gold Bullion Bull Plus ETF (a)
(Cost $752,672)

45,500

434,322

Money Market Funds - 5.3%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)
(Cost $2,034,731)

2,034,731

2,034,731

TOTAL INVESTMENT PORTFOLIO - 101.4%

(Cost $70,307,488)

38,934,111

NET OTHER ASSETS - (1.4)%

(540,051)

NET ASSETS - 100%

$ 38,394,060

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 55,332

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $9,997,975 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $68,272,757)

$ 36,899,380

 

Fidelity Central Funds (cost $2,034,731)

2,034,731

 

Total Investments (cost $70,307,488)

 

$ 38,934,111

Receivable for investments sold

147,681

Receivable for fund shares sold

217,122

Dividends receivable

42,049

Distributions receivable from Fidelity Central Funds

1,244

Receivable from investment adviser for expense reductions

41,228

Other receivables

35,067

Total assets

39,418,502

 

 

 

Liabilities

Payable to custodian bank

$ 132,397

Payable for investments purchased

600,641

Payable for fund shares redeemed

87,638

Accrued management fee

26,555

Distribution fees payable

1,620

Other affiliated payables

16,432

Other payables and accrued expenses

159,159

Total liabilities

1,024,442

 

 

 

Net Assets

$ 38,394,060

Net Assets consist of:

 

Paid in capital

$ 79,823,062

Undistributed net investment income

215,625

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(10,269,495)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(31,375,132)

Net Assets

$ 38,394,060

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price

Class A:
Net Asset Value and redemption price per share ($1,368,278 ÷ 287,952 shares)

$ 4.75

 

 

 

Maximum offering price per share (100/94.25 of $4.75)

$ 5.04

Class T:
Net Asset Value
and redemption price per share ($567,501 ÷ 119,577 shares)

$ 4.75

 

 

 

Maximum offering price per share (100/96.50 of $4.75)

$ 4.92

Class B:
Net Asset Value
and offering price per share
($487,381 ÷ 102,948 shares)A

$ 4.73

 

 

 

Class C:
Net Asset Value
and offering price per share
($740,888 ÷ 156,496 shares)A

$ 4.73

 

 

 

Emerging Europe, Middle East, Africa (EMEA):
Net Asset Value
, offering price and redemption price per share ($32,534,805 ÷ 6,838,077 shares)

$ 4.76

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,695,207 ÷ 566,502 shares)

$ 4.76

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

For the period May 8, 2008
(commencement of operations) to
October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 559,154

Interest

 

16,892

Income from Fidelity Central Funds

 

55,332

 

 

631,378

Less foreign taxes withheld

 

(19,984)

Total income

 

611,394

 

 

 

Expenses

Management fee

$ 199,081

Transfer agent fees

78,494

Distribution fees

12,456

Accounting fees and expenses

12,758

Custodian fees and expenses

155,316

Independent trustees' compensation

95

Registration fees

55,550

Audit

49,557

Total expenses before reductions

563,307

Expense reductions

(303,697)

259,610

Net investment income (loss)

351,784

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(10,268,466)

Foreign currency transactions

(137,188)

Total net realized gain (loss)

 

(10,405,654)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(31,373,377)

Assets and liabilities in foreign currencies

(1,755)

Total change in net unrealized appreciation (depreciation)

 

(31,375,132)

Net gain (loss)

(41,780,786)

Net increase (decrease) in net assets resulting from operations

$ (41,429,002)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

For the period
May 8, 2008
(commencement of operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 351,784

Net realized gain (loss)

(10,405,654)

Change in net unrealized appreciation (depreciation)

(31,375,132)

Net increase (decrease) in net assets resulting from operations

(41,429,002)

Share transactions - net increase (decrease)

79,670,886

Redemption fees

152,176

Total increase (decrease) in net assets

38,394,060

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $215,625)

$ 38,394,060

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .04

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.27)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.75

Total Return B, C, D

  (52.50)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.50% A

Expenses net of fee waivers, if any

  1.50% A

Expenses net of all reductions

  1.23% A

Net investment income (loss)

  1.20% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 1,368

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .04

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.27)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.75

Total Return B, C, D

  (52.50)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  2.78% A

Expenses net of fee waivers, if any

  1.75% A

Expenses net of all reductions

  1.49% A

Net investment income (loss)

  .95% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 568

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.29)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.73

Total Return B, C, D

  (52.70)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  3.32% A

Expenses net of fee waivers, if any

  2.25% A

Expenses net of all reductions

  1.99% A

Net investment income (loss)

  .45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 487

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Year ended October 31,
2008 H

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) E

  .02

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.29)

Redemption fees added to paid in capital E

  .02

Net asset value, end of period

$ 4.73

Total Return B, C, D

  (52.70)%

Ratios to Average Net Assets F, I

 

Expenses before reductions

  3.28% A

Expenses net of fee waivers, if any

  2.25% A

Expenses net of all reductions

  1.99% A

Net investment income (loss)

  .45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 741

Portfolio turnover rate G

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period May 8, 2008 (commencement of operations) to October 31, 2008.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Emerging Europe, Middle East, Africa (EMEA)

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .05

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.26)

Redemption fees added to paid in capital D

  .02

Net asset value, end of period

$ 4.76

Total Return B, C

  (52.40)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  2.19% A

Expenses net of fee waivers, if any

  1.25% A

Expenses net of all reductions

  .98% A

Net investment income (loss)

  1.45% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 32,535

Portfolio turnover rate F

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) D

  .05

Net realized and unrealized gain (loss)

  (5.31)

Total from investment operations

  (5.26)

Redemption fees added to paid in capital D

  .02

Net asset value, end of period

$ 4.76

Total Return B, C

  (52.40)%

Ratios to Average Net Assets E, H

 

Expenses before reductions

  2.12% A

Expenses net of fee waivers, if any

  1.25% A

Expenses net of all reductions

  .98% A

Net investment income (loss)

  1.46% A

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,695

Portfolio turnover rate F

  68%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 8, 2008 (commencement of operations) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund) is a non-diversified fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Emerging Europe, Middle East, Africa (EMEA), and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

Annual Report

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Foreign Currency - continued

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 544,450

Unrealized depreciation

(32,191,102)

Net unrealized appreciation (depreciation)

(31,646,652)

Undistributed ordinary income

215,374

Capital loss carryforward

(9,997,975)

 

 

Cost for federal income tax purposes

$ 70,580,763

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 1.50% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $111,504,337 and $32,962,700, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .55% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. For the period, the total annualized management fee rate was .81% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

.00%

.25%

$ 1,896

$ 761

Class T

.25%

.25%

2,000

1,515

Class B

.75%

.25%

3,632

3,482

Class C

.75%

.25%

4,928

4,437

 

 

 

$ 12,456

$ 10,195

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 5,923

Class T

524

Class B*

513

Class C*

272

 

$ 7,232

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets
*

Class A

$ 2,312

.31

Class T

907

.23

Class B

902

.25

Class C

1,374

.28

Emerging Europe, Middle East, Africa (EMEA)

71,417

.33

Institutional Class

1,582

.20

 

$ 78,494

 

* Annualized

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Accounting Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The fee is based on the level of average net assets for the month.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $166 for the period.

7. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 7,707

Class T

1.75%

4,165

Class B

2.25%

3,924

Class C

2.25%

5,138

Emerging Europe, Middle East, Africa (EMEA)

1.25%

208,302

Institutional Class

1.25%

7,188

 

 

$ 236,424

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $65,477 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,796.

8. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum

Annual Report

8. Other - continued

exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

At the end of the period, FMR or its affiliates were the owners of record of 32% of the total outstanding shares of the Fund.

9. Share Transactions.

Transactions for each class of shares were as follows:

 

SharesA

DollarsA

Year ended October 31,

2008

2008

Class A

 

 

Shares sold

344,487

$ 3,038,678

Shares redeemed

(56,535)

(363,899)

Net increase (decrease)

287,952

$ 2,674,779

Class T

 

 

Shares sold

130,067

$ 1,228,022

Shares redeemed

(10,490)

(50,821)

Net increase (decrease)

119,577

$ 1,177,201

Class B

 

 

Shares sold

115,650

$ 1,098,908

Shares redeemed

(12,702)

(76,194)

Net increase (decrease)

102,948

$ 1,022,714

Class C

 

 

Shares sold

174,986

$ 1,629,690

Shares redeemed

(18,490)

(109,269)

Net increase (decrease)

156,496

$ 1,520,421

Emerging Europe, Middle East, Africa (EMEA)

 

 

Shares sold

10,218,704

$ 92,385,312

Shares redeemed

(3,380,627)

(23,437,711)

Net increase (decrease)

6,838,077

$ 68,947,601

Institutional Class

 

 

Shares sold

598,356

$ 4,518,354

Shares redeemed

(31,854)

(190,184)

Net increase (decrease)

566,502

$ 4,328,170

A For the period May 8, 2008 (commencement of operations) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations, the statement of changes in net assets and the financial highlights for the period from May 8, 2008 (Commencement of Operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund as of October 31, 2008, the results of its operations, the changes in its net assets and its financial highlights for the period from May 8, 2008 (Commencement of Operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered a broad range of information. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Annual Report

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

Based on its review, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and projected total operating expenses of each class of the fund in reviewing the Advisory Contracts. The Board noted that the fund's management fee rate is lower than the median fee rate of funds with similar Lipper investment objective categories and comparable management fee characteristics. The Board considered that the projected total operating expenses are comparable to those of similar classes and funds that Fidelity offers to shareholders. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Based on its review, the Board concluded that the fund's management fee and proposed total expenses of each class were fair and reasonable in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The fund has only recently commenced operations and therefore no revenue, cost, or profitability data was available for the Board to review in respect of the fund at the time in renew the Advisory Contracts. In connection with its future renewal of the fund's Advisory Contracts, the Board will consider the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Investments
Japan Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank & Trust Company
Quincy, MA

AEMEI-UANN-1208
1.861980.100

fid959

Fidelity®
International Discovery
Fund

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.fidelity.com/holdings, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

International Discovery A

-47.55%

4.97%

5.98%

A Prior to October 1, 2004, International Discovery Fund operated under certain different investment policies. Accordingly, the fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in International Discovery, a class of the fund, on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE ® Index (Europe, Australasia, Far East) performed over the same period.


fid996

Annual Report

Management's Discussion of Fund Performance

Comments from William Kennedy, Portfolio Manager of Fidelity® International Discovery Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the 12 months ending October 31, 2008, the fund's Retail Class shares returned -47.55%, which was just shy of the MSCI EAFE's return. Stock selection in Japan, where the yen was strong, detracted from performance. Stock selection in the energy, utilities and industrials sectors was also disappointing, as were currency impacts on our emerging markets holdings. The fund lost ground from not owning index component Volkswagen, the German car company, as a competitor bought shares that drove the stock price up. Other detractors included Babcock & Brown, an Australian infrastructure development company hurt by the credit crunch. It was no longer held at period end. An underweighting in BP, a British integrated oil company that held up well as energy prices declined, further undermined returns. On the upside, the fund benefited from a small cash position as well as country and sector weightings, including underweightings in financials and materials and an overweighting in health care. Top contributors included CSL, an Australian company with steady growth from its blood plasma and biotechnology businesses. Not owning Fortis, a Belgian diversified financials company in the index, also helped, as the company ran into funding difficulties.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on redemptions of shares purchased prior to October 12, 1990, and redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for the Class A, Class T, Class B, Class C, International Discovery and Institutional Class and for the entire period (May 9, 2008 to October 31, 2008) for Class K. The hypothetical expense Example is based on an investment of $1,000 invested for the one half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.33%

 

 

 

Actual

 

$ 1,000.00

$ 594.40

$ 5.33 B

Hypothetical A

 

$ 1,000.00

$ 1,018.45

$ 6.75 C

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 593.30

$ 6.73 B

Hypothetical A

 

$ 1,000.00

$ 1,016.69

$ 8.52 C

Class B

2.19%

 

 

 

Actual

 

$ 1,000.00

$ 591.80

$ 8.76 B

Hypothetical A

 

$ 1,000.00

$ 1,014.13

$ 11.09 C

Class C

2.18%

 

 

 

Actual

 

$ 1,000.00

$ 591.90

$ 8.72 B

Hypothetical A

 

$ 1,000.00

$ 1,014.18

$ 11.04 C

International Discovery

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 594.90

$ 4.33 B

Hypothetical A

 

$ 1,000.00

$ 1,019.71

$ 5.48 C

Class K

.93%

 

 

 

Actual

 

$ 1,000.00

$ 592.80

$ 3.56 B

Hypothetical A

 

$ 1,000.00

$ 1,020.46

$ 4.72 C

Institutional Class

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 595.20

$ 4.25 B

Hypothetical A

 

$ 1,000.00

$ 1,019.81

$ 5.38 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Class A, Class T, Class B, Class C, International Discovery and Institutional Class and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

United Kingdom 22.5%

fid910

Japan 16.0%

fid912

Switzerland 12.5%

fid914

Germany 12.1%

fid916

United States of America 6.9%

fid1003

France 5.7%

fid918

Australia 5.0%

fid920

Spain 3.9%

fid922

Italy 2.0%

fid926

Other 13.4%

fid1009

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

United Kingdom 17.5%

fid910

Japan 15.4%

fid912

Germany 12.6%

fid914

Switzerland 8.0%

fid916

France 6.7%

fid1003

Australia 5.4%

fid918

United States of America 4.2%

fid920

Spain 3.8%

fid922

Canada 3.0%

fid926

Other 23.4%

fid1021

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Equity Futures

94.3

96.3

Short-Term Investments and Net Other Assets

5.7

3.7

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Reg.) (Switzerland, Food Products)

3.0

1.8

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

2.7

2.0

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.2

0.9

E.ON AG (Germany, Electric Utilities)

2.2

2.0

CSL Ltd. (Australia, Biotechnology)

2.1

1.7

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

2.0

1.6

Telefonica SA (Spain, Diversified Telecommunication Services)

1.9

1.6

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

1.9

0.7

Toyota Motor Corp. (Japan, Automobiles)

1.5

1.0

BHP Billiton PLC (United Kingdom, Metals & Mining)

1.5

1.2

 

21.0

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.8

20.2

Health Care

15.8

9.2

Consumer Staples

10.8

8.6

Telecommunication Services

7.7

6.9

Energy

7.5

9.4

Information Technology

7.3

9.1

Consumer Discretionary

6.7

7.2

Industrials

5.9

9.9

Utilities

5.5

6.0

Materials

5.1

8.4

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 90.7%

Shares

Value (000s)

Australia - 5.0%

ABB Grain Ltd.

1,694,386

$ 9,253

Commonwealth Bank of Australia

1,505,851

41,142

Computershare Ltd.

7,275,075

41,108

CSL Ltd.

6,733,245

163,665

National Australia Bank Ltd.

2,188,189

35,487

QBE Insurance Group Ltd.

2,204,978

37,599

Westpac Banking Corp.

240,907

3,304

Woolworths Ltd.

3,270,417

60,934

TOTAL AUSTRALIA

392,492

Belgium - 0.1%

Hansen Transmission International NV

6,191,000

10,384

Brazil - 0.4%

BM&F BOVESPA SA

3,185,693

8,464

Vivo Participacoes SA sponsored ADR

2,046,100

22,384

TOTAL BRAZIL

30,848

Canada - 1.6%

Canadian Natural Resources Ltd.

585,000

29,507

Niko Resources Ltd.

498,400

21,824

Open Text Corp. (a)(d)

1,858,400

47,100

Petrobank Energy & Resources Ltd. (a)

813,500

15,517

Talisman Energy, Inc.

1,185,900

11,713

Timminco Ltd. (a)

484,400

2,732

TOTAL CANADA

128,393

Cayman Islands - 0.2%

China Dongxiang Group Co. Ltd.

49,139,000

14,456

China - 0.3%

ZTE Corp. (H Shares)

9,367,280

21,181

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)(e)

10,023,000

1,469

Czech Republic - 0.4%

Ceske Energeticke Zavody AS

726,800

31,451

Denmark - 1.1%

Novo Nordisk AS Series B

1,562,200

83,738

Finland - 0.9%

Nokia Corp. sponsored ADR (d)

4,627,100

70,239

France - 5.7%

Alstom SA

1,018,312

50,471

AXA SA

1,784,766

34,096

Common Stocks - continued

Shares

Value (000s)

France - continued

BNP Paribas SA

1,261,039

$ 91,049

Cap Gemini SA

684,300

22,048

CNP Assurances

218,000

17,566

Eutelsat Communications

2,321,754

49,832

GDF Suez

1,614,778

72,180

L'Air Liquide SA

497,774

42,955

LVMH Moet Hennessy - Louis Vuitton

272,400

18,127

Orpea (a)(d)

560,828

18,246

Sechilienne-Sidec

182,432

7,005

Societe Generale Series A

441,320

24,054

TOTAL FRANCE

447,629

Germany - 11.0%

Allianz AG (Reg.)

748,030

55,980

Bayer AG

551,600

30,707

Bayer AG sponsored ADR

237,840

13,131

Beiersdorf AG

90,350

4,790

Daimler AG (Reg.)

340,400

11,771

Deutsche Bank AG

507,100

19,256

Deutsche Boerse AG

267,325

21,375

Deutsche Telekom AG (Reg.)

4,103,000

61,284

E.ON AG

4,453,900

170,392

Fresenius Medical Care AG

808,400

36,766

GEA Group AG

1,773,100

25,912

Gerresheimer AG

1,207,200

42,322

Linde AG

550,793

46,257

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

786,000

104,322

Q-Cells AG (a)(d)

365,515

14,379

RWE AG

1,232,900

103,032

Siemens AG (Reg.)

645,600

38,688

SolarWorld AG (d)

804,033

20,264

Symrise AG

1,793,000

22,271

Wincor Nixdorf AG

256,500

11,222

TOTAL GERMANY

854,121

Greece - 0.3%

Public Power Corp. of Greece

1,609,345

19,900

Hong Kong - 1.1%

Cheung Kong Holdings Ltd.

3,875,000

37,206

China Unicom (Hong Kong) Ltd.

13,364,000

19,080

Hang Seng Bank Ltd.

2,361,100

29,460

TOTAL HONG KONG

85,746

Common Stocks - continued

Shares

Value (000s)

India - 0.8%

Infosys Technologies Ltd.

718,452

$ 20,942

Reliance Industries Ltd.

409,023

11,627

Satyam Computer Services Ltd.

3,263,566

20,633

Titan Industries Ltd.

390,000

8,175

TOTAL INDIA

61,377

Indonesia - 0.2%

PT Bumi Resources Tbk

47,032,000

6,158

PT Indosat Tbk

24,300,500

11,764

TOTAL INDONESIA

17,922

Ireland - 0.3%

Paddy Power PLC (Ireland)

1,445,597

24,647

Israel - 0.9%

Nice Systems Ltd. sponsored ADR (a)

918,700

20,542

Teva Pharmaceutical Industries Ltd. sponsored ADR

1,085,700

46,555

TOTAL ISRAEL

67,097

Italy - 1.7%

ENI SpA

3,210,300

76,624

Fiat SpA

3,091,100

24,567

Finmeccanica SpA

788,864

9,651

Finmeccanica SpA rights 11/7/08 (a)

1,232,600

524

Prysmian SpA

1,016,400

12,330

UniCredit SpA

5,114,800

12,515

TOTAL ITALY

136,211

Japan - 13.8%

Aeon Mall Co. Ltd.

1,073,500

26,499

Asics Corp.

3,914,000

24,523

Canon Marketing Japan, Inc.

2,296,500

38,417

Canon, Inc.

1,697,450

59,394

Daiwa Securities Group, Inc.

5,423,000

30,658

East Japan Railway Co.

10,753

76,514

Konica Minolta Holdings, Inc.

2,130,500

13,991

Matsushita Electric Industrial Co. Ltd.

4,011,000

64,589

Mitsubishi Corp.

3,196,500

53,577

Mitsubishi UFJ Financial Group, Inc.

16,855,700

105,919

Mitsui & Co. Ltd.

3,040,000

29,455

Nintendo Co. Ltd.

91,250

28,470

Nippon Building Fund, Inc.

2,590

24,886

Nippon Telegraph & Telephone Corp.

12,237

49,933

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Nomura Holdings, Inc.

9,963,700

$ 94,395

Promise Co. Ltd.

1,379,000

24,751

Rakuten, Inc. (d)

46,965

23,281

Ricoh Co. Ltd.

3,390,000

36,481

Seven & I Holdings Co. Ltd.

1,143,400

32,103

Sony Corp. sponsored ADR

465,300

10,814

Sony Financial Holdings, Inc.

6,285

20,440

Sumitomo Mitsui Financial Group, Inc.

16,438

65,894

Tokyo Electron Ltd.

691,700

23,063

Toyota Motor Corp.

2,939,300

114,777

TOTAL JAPAN

1,072,824

Korea (South) - 0.9%

LG Household & Health Care Ltd.

207,070

29,672

NHN Corp. (a)

346,842

37,026

TOTAL KOREA (SOUTH)

66,698

Luxembourg - 0.6%

Reinet Investments SCA (a)

29,552

308

Reinet Investments SCA (a)

186,332

3,618

SES SA (A Shares) FDR unit

2,399,068

41,107

TOTAL LUXEMBOURG

45,033

Malaysia - 0.1%

KNM Group Bhd

32,198,300

5,460

Mexico - 0.5%

America Movil SAB de CV Series L sponsored ADR

1,262,200

39,052

Netherlands - 1.5%

AMG Advanced Metallurgical Group NV (a)(d)

585,100

9,471

ASML Holding NV (Netherlands)

485,800

8,505

Gemalto NV (a)

331,217

9,280

Koninklijke KPN NV

6,660,700

93,804

TOTAL NETHERLANDS

121,060

Norway - 0.2%

Pronova BioPharma ASA

4,726,590

12,279

Papua New Guinea - 0.3%

Oil Search Ltd.

6,566,347

19,883

Russia - 0.4%

OAO Gazprom sponsored ADR

1,657,700

33,900

Singapore - 0.1%

Singapore Exchange Ltd.

2,172,000

7,775

Common Stocks - continued

Shares

Value (000s)

Spain - 3.9%

Banco Santander SA

3,311,500

$ 35,814

Grifols SA

3,624,108

72,123

Red Electrica Corporacion SA

628,000

27,526

Repsol YPF SA

1,089,200

20,712

Telefonica SA

8,021,700

148,521

TOTAL SPAIN

304,696

Sweden - 0.1%

Modern Times Group MTG AB (B Shares)

540,150

11,588

Switzerland - 12.5%

Actelion Ltd. (Reg.) (a)

1,419,010

74,947

BB BIOTECH AG

354,261

22,463

Credit Suisse Group (Reg.)

1,149,050

42,958

EFG International

1,978,630

42,586

Julius Baer Holding AG

488,128

19,087

Nestle SA (Reg.)

6,009,533

233,639

Novartis AG:

(Reg.)

1,609,626

81,684

sponsored ADR

994,500

50,710

Roche Holding AG (participation certificate)

1,115,576

170,565

SGS Societe Generale de Surveillance Holding SA (Reg.)

25,313

24,916

Sonova Holding AG

574,683

23,873

Syngenta AG (Switzerland)

426,660

79,740

Tecan Group AG

212,300

9,529

The Swatch Group AG (Bearer)

75,432

11,768

UBS AG (For. Reg.)

516,022

8,754

Zurich Financial Services AG (Reg.)

389,534

79,011

TOTAL SWITZERLAND

976,230

Thailand - 0.1%

Total Access Communication PCL unit

14,109,900

10,085

United Kingdom - 22.5%

AstraZeneca PLC (United Kingdom)

1,559,200

66,068

Autonomy Corp. PLC (a)

1,365,900

21,655

BAE Systems PLC

8,539,409

47,994

Barclays PLC

3,933,200

11,273

BG Group PLC

2,944,100

43,285

BG Group PLC sponsored ADR

207,400

15,534

BHP Billiton PLC

6,691,800

113,616

BP PLC

6,979,400

56,885

British American Tobacco PLC:

(United Kingdom)

3,175,400

87,088

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

British American Tobacco PLC: - continued

sponsored ADR

404,500

$ 21,989

Capita Group PLC

4,290,793

44,331

Compass Group PLC

4,055,000

18,854

Diageo PLC

1,514,500

23,109

GlaxoSmithKline PLC sponsored ADR

1,381,600

53,468

HSBC Holdings PLC:

(Hong Kong) (Reg.)

3,704,844

44,100

(United Kingdom) (Reg.)

12,259,500

145,186

Imperial Tobacco Group PLC

1,644,800

44,078

Informa PLC

7,983,600

27,045

Man Group PLC

10,947,800

63,199

Misys PLC

7,892,600

14,131

Prudential PLC

6,511,200

32,704

Reckitt Benckiser Group PLC

2,636,700

111,518

Rio Tinto PLC (Reg.)

1,712,500

79,985

Royal Bank of Scotland Group PLC

10,165,495

11,196

Royal Dutch Shell PLC Class B

7,883,059

213,697

Shire PLC

1,814,400

23,859

SSL International PLC

6,429,705

43,420

Standard Chartered PLC (United Kingdom)

990,000

16,360

Unilever PLC

3,552,700

79,805

Vodafone Group PLC

80,550,435

154,937

William Morrison Supermarkets PLC

6,595,100

28,078

TOTAL UNITED KINGDOM

1,758,447

United States of America - 1.2%

Macquarie Infrastructure Co. LLC

131,000

1,330

Philip Morris International, Inc.

1,529,600

66,492

Visa, Inc.

440,500

24,382

TOTAL UNITED STATES OF AMERICA

92,204

TOTAL COMMON STOCKS

(Cost $9,659,419)

7,076,515

Nonconvertible Preferred Stocks - 1.4%

 

 

 

 

Germany - 1.1%

Fresenius AG (non-vtg.)

1,371,100

88,425

Nonconvertible Preferred Stocks - continued

Shares

Value (000s)

Italy - 0.3%

Intesa Sanpaolo SpA

6,761,102

$ 20,068

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $135,122)

108,493

Government Obligations - 0.3%

 

Principal Amount (000s)

 

United States of America - 0.3%

U.S. Treasury Bills, yield at date of purchase 0.33% to 1.72% 12/4/08 to 1/29/09 (f)
(Cost $20,322)

$ 20,350

20,341

Money Market Funds - 8.5%

Shares

 

Fidelity Cash Central Fund, 1.81% (b)

645,326,349

645,326

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

20,061,695

20,062

TOTAL MONEY MARKET FUNDS

(Cost $665,388)

665,388

TOTAL INVESTMENT PORTFOLIO - 100.9%

(Cost $10,480,251)

7,870,737

NET OTHER ASSETS - (0.9)%

(73,080)

NET ASSETS - 100%

$ 7,797,657

Futures Contracts

Expiration Date

Underlying Face Amount at Value
(000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

1,759 CME Nikkei 225 Index Contracts (Japan)

Dec. 2008

$ 78,583

$ (28,790)

1,070 TOPIX 150 Index Contracts (Japan)

Dec. 2008

92,755

(36,491)

TOTAL EQUITY INDEX CONTRACTS

 

$ 171,338

$ (65,281)

 

The face value of futures purchased as a percentage of net assets - 2.2%

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $20,341,000.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 24,831

Fidelity Securities Lending Cash Central Fund

11,130

Total

$ 35,961

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliates
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Aisi Realty Public Ltd.

$ 8,752

$ -

$ -

$ -

$ 1,469

Renovo Group PLC

42,523

-

6,236

-

-

Total

$ 51,275

$ -

$ 6,236

$ -

$ 1,469

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $637,482,000 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2008

 

 

 

Assets

 

 

Investment in securities, at value (including securities loaned of $19,297) - See accompanying schedule:

Unaffiliated issuers (cost $9,808,248)

$ 7,203,880

 

Fidelity Central Funds (cost $665,388)

665,388

 

Other affiliated issuers (cost $6,615)

1,469

 

Total Investments (cost $10,480,251)

 

$ 7,870,737

Foreign currency held at value (cost $5,841)

5,690

Receivable for investments sold

66,423

Receivable for fund shares sold

14,159

Dividends receivable

25,197

Distributions receivable from Fidelity Central Funds

856

Other receivables

1,128

Total assets

7,984,190

 

 

 

Liabilities

Payable for investments purchased

$ 141,169

Payable for fund shares redeemed

9,351

Accrued management fee

5,296

Distribution fees payable

155

Payable for daily variation on futures contracts

7,529

Other affiliated payables

2,276

Other payables and accrued expenses

695

Collateral on securities loaned, at value

20,062

Total liabilities

186,533

 

 

 

Net Assets

$ 7,797,657

Net Assets consist of:

 

Paid in capital

$ 10,988,479

Undistributed net investment income

120,184

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(636,064)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(2,674,942)

Net Assets

$ 7,797,657

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($379,564 ÷ 16,031.5 shares)

$ 23.68

 

 

 

Maximum offering price per share (100/94.25 of $23.68)

$ 25.12

Class T:
Net Asset Value
and redemption price per share ($63,690 ÷ 2,711.8 shares)

$ 23.49

 

 

 

Maximum offering price per share (100/96.50 of $23.49)

$ 24.34

Class B:
Net Asset Value
and offering price per share ($14,961 ÷ 643.5 shares) A

$ 23.25

 

 

 

Class C:
Net Asset Value
and offering price per share ($36,410 ÷ 1,562.3 shares) A

$ 23.31

 

 

 

 

 

 

International Discovery:
Net Asset Value
, offering price and redemption price per share ($6,998,759 ÷ 293,060.0 shares)

$ 23.88

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($145,192 ÷ 6,074.3 shares)

$ 23.90

 

 

 

Institutional Class:
Net Asset Value, offering price and redemption price per share ($159,081 ÷ 6,654.3 shares)

$ 23.91

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 318,308

Interest

 

161

Income from Fidelity Central Funds

 

35,961

 

 

354,430

Less foreign taxes withheld

 

(27,021)

Total income

 

327,409

 

 

 

Expenses

Management fee
Basic fee

$ 90,977

Performance adjustment

13,226

Transfer agent fees

28,436

Distribution fees

2,431

Accounting and security lending fees

1,917

Custodian fees and expenses

2,341

Independent trustees' compensation

56

Registration fees

466

Audit

115

Legal

65

Miscellaneous

1,638

Total expenses before reductions

141,668

Expense reductions

(5,009)

136,659

Net investment income (loss)

190,750

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $366)

(569,251)

Other affiliated issuers

(20,894)

 

Foreign currency transactions

(36,433)

Futures contracts

(37,990)

Total net realized gain (loss)

 

(664,568)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $4,165)

(6,819,805)

Assets and liabilities in foreign currencies

(192)

Futures contracts

(68,439)

Total change in net unrealized appreciation (depreciation)

 

(6,888,436)

Net gain (loss)

(7,553,004)

Net increase (decrease) in net assets resulting from operations

$ (7,362,254)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 190,750

$ 144,458

Net realized gain (loss)

(664,568)

608,100

Change in net unrealized appreciation (depreciation)

(6,888,436)

2,677,967

Net increase (decrease) in net assets resulting
from operations

(7,362,254)

3,430,525

Distributions to shareholders from net investment income

(129,574)

(85,862)

Distributions to shareholders from net realized gain

(528,706)

(224,325)

Total distributions

(658,280)

(310,187)

Share transactions - net increase (decrease)

1,069,130

3,385,409

Redemption fees

709

502

Total increase (decrease) in net assets

(6,950,695)

6,506,249

 

 

 

Net Assets

Beginning of period

14,748,352

8,242,103

End of period (including undistributed net investment income of $120,184 and undistributed net investment income of $137,292, respectively)

$ 7,797,657

$ 14,748,352

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 47.34

$ 36.47

$ 30.57

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .46

  .44

  .42

  .28

Net realized and unrealized gain (loss)

  (22.08)

  11.76

  7.19

  2.88

Total from investment operations

  (21.62)

  12.20

  7.61

  3.16

Distributions from net investment income

  (.37)

  (.35)

  (.31)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (2.04)

  (1.33)

  (1.71)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.68

$ 47.34

$ 36.47

$ 30.57

Total Return B,C,D

  (47.65)%

  34.54%

  26.01%

  11.53%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.32%

  1.25%

  1.27%

  1.42% A

Expenses net of fee waivers, if any

  1.32%

  1.25%

  1.27%

  1.42% A

Expenses net of all reductions

  1.29%

  1.22%

  1.21%

  1.36% A

Net investment income (loss)

  1.27%

  1.08%

  1.22%

  1.15% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 380

$ 417

$ 140

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 47.06

$ 36.30

$ 30.49

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .33

  .29

  .27

  .20

Net realized and unrealized gain (loss)

  (21.94)

  11.71

  7.18

  2.88

Total from investment operations

  (21.61)

  12.00

  7.45

  3.08

Distributions from net investment income

  (.29)

  (.26)

  (.24)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.96)

  (1.24)

  (1.64)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.49

$ 47.06

$ 36.30

$ 30.49

Total Return B,C,D

  (47.84)%

  34.08%

  25.49%

  11.24%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.68%

  1.63%

  1.71%

  1.75% A

Expenses net of fee waivers, if any

  1.68%

  1.63%

  1.71%

  1.75% A

Expenses net of all reductions

  1.64%

  1.60%

  1.65%

  1.69% A

Net investment income (loss)

  .91%

  .70%

  .78%

  .83% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 64

$ 53

$ 10

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 46.70

$ 36.12

$ 30.36

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .15

  .08

  .08

  .08

Net realized and unrealized gain (loss)

  (21.77)

  11.64

  7.19

  2.87

Total from investment operations

  (21.62)

  11.72

  7.27

  2.95

Distributions from net investment income

  (.16)

  (.16)

  (.11)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.83)

  (1.14)

  (1.51)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.25

$ 46.70

$ 36.12

$ 30.36

Total Return B,C,D

  (48.11)%

  33.37%

  24.91%

  10.76%

Ratios to Average Net Assets F,I

 

 

 

 

Expenses before reductions

  2.19%

  2.14%

  2.27%

  2.24% A

Expenses net of fee waivers, if any

  2.19%

  2.14%

  2.25%

  2.24% A

Expenses net of all reductions

  2.15%

  2.10%

  2.19%

  2.18% A

Net investment income (loss)

  .40%

  .19%

  .24%

  .33% A

Supplemental Data

 

 

 

 

Net assets, end of period (in millions)

$ 15

$ 17

$ 4

$ 1

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 46.82

$ 36.19

$ 30.41

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .15

  .09

  .11

  .13

Net realized and unrealized gain (loss)

  (21.82)

  11.66

  7.19

  2.87

Total from investment operations

  (21.67)

  11.75

  7.30

  3.00

Distributions from net investment income

  (.17)

  (.14)

  (.12)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.84)

  (1.12)

  (1.52)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.31

$ 46.82

$ 36.19

$ 30.41

Total Return B,C,D

  (48.10)%

  33.38%

  24.97%

  10.94%

Ratios to Average Net Assets F,I

 

 

 

 

Expenses before reductions

  2.17%

  2.11%

  2.16%

  2.04% A

Expenses net of fee waivers, if any

  2.17%

  2.11%

  2.16%

  2.04% A

Expenses net of all reductions

  2.13%

  2.08%

  2.11%

  1.98% A

Net investment income (loss)

  .42%

  .22%

  .33%

  .53% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 36

$ 28

$ 6

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Discovery

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 47.68

$ 36.67

$ 30.65

$ 25.31

$ 21.87

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .57

  .53

  .48

  .37

  .22

Net realized and unrealized gain (loss)

  (22.29)

  11.84

  7.25

  5.24

  3.40

Total from investment operations

  (21.72)

  12.37

  7.73

  5.61

  3.62

Distributions from net investment income

  (.41)

  (.38)

  (.31)

  (.15)

  (.18)

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  (.12)

  -

Total distributions

  (2.08)

  (1.36)

  (1.71)

  (.27)

  (.18)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 23.88

$ 47.68

$ 36.67

$ 30.65

$ 25.31

Total Return A

  (47.55)%

  34.85%

  26.34%

  22.29%

  16.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.09%

  1.04%

  1.09%

  1.08%

  1.10%

Expenses net of fee waivers, if any

  1.09%

  1.04%

  1.08%

  1.07%

  1.10%

Expenses net of all reductions

  1.05%

  1.00%

  1.03%

  1.01%

  1.06%

Net investment income (loss)

  1.51%

  1.30%

  1.41%

  1.35%

  .92%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 6,999

$ 14,176

$ 8,054

$ 3,949

$ 2,193

Portfolio turnover rate D

  79%

  56%

  56%

  75%

  87%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 40.32

Income from Investment Operations

 

Net investment income (loss) D

  .10

Net realized and unrealized gain (loss)

  (16.52)

Total from investment operations

  (16.42)

Redemption fees added to paid in capital D,I

  -

Net asset value, end of period

$ 23.90

Total Return B,C

  (40.72)%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .93% A

Expenses net of fee waivers, if any

  .93% A

Expenses net of all reductions

  .89% A

Net investment income (loss)

  .83% A

Supplemental Data

 

Net assets, end of period (in millions)

$ 145

Portfolio turnover rate F

  79%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 47.73

$ 36.71

$ 30.68

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) D

  .53

  .55

  .51

  .38

Net realized and unrealized gain (loss)

  (22.24)

  11.85

  7.25

  2.89

Total from investment operations

  (21.71)

  12.40

  7.76

  3.27

Distributions from net investment income

  (.44)

  (.40)

  (.33)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (2.11)

  (1.38)

  (1.73)

  -

Redemption fees added to paid in capital D,I

  -

  -

  -

  -

Net asset value, end of period

$ 23.91

$ 47.73

$ 36.71

$ 30.68

Total Return B,C

  (47.51)%

  34.93%

  26.45%

  11.93%

Ratios to Average Net Assets E,H

 

 

 

 

Expenses before reductions

  1.05%

  .97%

  1.00%

  .97% A

Expenses net of fee waivers, if any

  1.05%

  .97%

  1.00%

  .97% A

Expenses net of all reductions

  1.01%

  .94%

  .95%

  .90% A

Net investment income (loss)

  1.54%

  1.36%

  1.49%

  1.60% A

Supplemental Data

 

 

 

 

Net assets, end of period (in millions)

$ 159

$ 58

$ 28

$ 10

Portfolio turnover rate F

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Discovery Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. On January 17, 2008, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class K shares on May 9, 2008. The Fund offers Class A, Class T, Class B, Class C, International Discovery, Class K and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make

Annual Report

3. Significant Accounting Policies - continued

certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE) normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to futures transactions, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 370,565

Unrealized depreciation

(3,044,089)

Net unrealized appreciation (depreciation)

(2,673,524)

Undistributed ordinary income

93,213

Capital loss carryforward

(637,482)

 

 

Cost for federal income tax purposes

$ 10,544,261

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 164,399

$ 145,377

Long-term Capital Gains

493,881

164,810

Total

$ 658,280

$ 310,187

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncements. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for reporting periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures to provide information about the reasons the Fund invests in derivative instruments, the accounting treatment and the effect derivatives have on financial performance.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock markets. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of

Annual Report

4. Operating Policies - continued

Futures Contracts - continued

the underlying instruments or if the counterparties do not perform under the contract's terms.

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $10,031,748 and $9,562,944, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Discovery as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .81% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 1,335

$ 160

Class T

.25%

.25%

393

3

Class B

.75%

.25%

224

168

Class C

.75%

.25%

479

189

 

 

 

$ 2,431

$ 520

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 284

Class T

46

Class B*

36

Class C*

14

 

$ 380

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC) also an affiliate of FMR was the sub-transfer for International Discovery shares. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,109

.21

Class T

248

.31

Class B

73

.32

Class C

146

.30

International Discovery

26,685

.22

Class K

8

.05*

Institutional Class

167

.18

 

$ 28,436

 

* Annualized

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $26 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $11,130.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,760 for the period. In addition, through arrangements with each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Discovery

$ 248

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $5, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the

Annual Report

10. Other - continued

SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 3,599

$ 1,387

Class T

387

80

Class B

67

21

Class C

123

24

International Discovery

124,823

84,038

Institutional Class

575

312

Total

$ 129,574

$ 85,862

From net realized gain

 

 

Class A

$ 16,423

$ 3,929

Class T

2,244

302

Class B

719

130

Class C

1,185

170

International Discovery

505,958

219,032

Institutional Class

2,177

762

Total

$ 528,706

$ 224,325

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Class A

 

 

 

 

Shares sold

13,337

5,675

$ 505,827

$ 234,633

Reinvestment of distributions

252

63

11,025

2,271

Shares redeemed

(6,361)

(770)

(213,706)

(31,203)

Net increase (decrease)

7,228

4,968

$ 303,146

$ 205,701

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions - continued

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Class T

 

 

 

 

Shares sold

2,322

1,031

$ 87,236

$ 42,252

Reinvestment of distributions

59

10

2,571

371

Shares redeemed

(800)

(187)

(27,654)

(7,614)

Net increase (decrease)

1,581

854

$ 62,153

$ 35,009

Class B

 

 

 

 

Shares sold

487

293

$ 18,856

$ 11,952

Reinvestment of distributions

17

4

721

136

Shares redeemed

(228)

(53)

(7,554)

(2,096)

Net increase (decrease)

276

244

$ 12,023

$ 9,992

Class C

 

 

 

 

Shares sold

1,350

481

$ 51,762

$ 19,749

Reinvestment of distributions

25

4

1,076

139

Shares redeemed

(405)

(55)

(13,335)

(2,234)

Net increase (decrease)

970

430

$ 39,503

$ 17,654

International Discovery

 

 

 

 

Shares sold

98,885

133,089

$ 3,784,869

$ 5,367,776

Conversion to Class K

(6,197)

-

(182,264)

-

Reinvestment of distributions

13,646

7,929

600,976

289,550

Shares redeemed

(110,609)

(63,328)

(3,914,448)

(2,558,324)

Net increase (decrease)

(4,275)

77,690

$ 289,133

$ 3,099,002

Class K

 

 

 

 

Shares sold

215

-

$ 6,017

$ -

Conversion from International Discovery

6,197

-

182,264

-

Reinvestment of distributions

-

-

-

-

Shares redeemed

(338)

-

(8,716)

-

Net increase (decrease)

6,074

-

$ 179,565

$ -

Annual Report

12. Share Transactions - continued

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Institutional Class

 

 

 

 

Shares sold

7,551

538

$ 243,799

$ 22,351

Reinvestment of distributions

42

19

1,852

700

Shares redeemed

(2,148)

(120)

(62,044)

(5,000)

Net increase (decrease)

5,445

437

$ 183,607

$ 18,051

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Discovery Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Discovery Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Discovery Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

International Discovery Fund designates 87% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

International Discovery Fund

12/10/07

$0.418

$0.0646

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

1,337,480,153.27

21.306

Against

4,280,655,741.12

68.193

Abstain

268,134,649.82

4.271

Broker
Non-Votes

391,079,068.84

6.230

TOTAL

6,277,349,613.05

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Discovery Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, as available, the cumulative total returns of Fidelity International Discovery (retail class) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Fidelity International Discovery (retail class) and Class B show the performance of the highest and lowest performing classes, respectively. (The fund did not offer Class K as of December 31, 2007.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund


fid1023

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity International Discovery (retail class) of the fund was in the first quartile for all the periods shown. The Board also stated that the investment performance of Fidelity International Discovery (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG% of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

fid1025

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Discovery (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual
fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Limited
Fidelity Management & Research
(Hong Kong) Limited
Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Northern Trust Company
Chicago, IL

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

IGI-UANN-1208
1.807257.104

fid1036

Fidelity®
International Discovery
Fund -

Class K

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.fidelity.com/holdings, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Class KA,B

-47.50%

4.99%

5.99%

A The initial offering of Class K shares took place on May 9, 2008. Returns prior to May 9, 2008 are those of International Discovery, the original class of the fund.

B Prior to October 1, 2004, the fund operated under certain different investment policies. Accordingly, the fund's historical performances may not represent its current investment policies.

Annual Report

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity International Discovery Fund - Class K, a class of the fund on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE ® Index (Europe, Australasia, Far East) performed over the same period. The initial offering of Class K took place on May 9, 2008. See above for additional information regarding the performance of Class K.


fid1050

Annual Report

Management's Discussion of Fund Performance

Comments from William Kennedy, Portfolio Manager of Fidelity® International Discovery Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the 12 months ending October 31, 2008, the fund's Class K shares trailed the MSCI EAFE's return. (For specific class-level returns, please see the performance section of this shareholder report.) Stock selection in Japan, where the yen was strong, detracted from performance. Stock selection in the energy, utilities and industrials sectors was also disappointing, as were currency impacts on our emerging markets holdings. The fund lost ground from not owning index component Volkswagen, the German car company, as a competitor bought shares that drove the stock price up. Other detractors included Babcock & Brown, an Australian infrastructure development company hurt by the credit crunch. It was no longer held at period end. An underweighting in BP, a British integrated oil company that held up well as energy prices declined, further undermined returns. On the upside, the fund benefited from a small cash position as well as country and sector weightings, including underweightings in financials and materials and an overweighting in health care. Top contributors included CSL, an Australian company with steady growth from its blood plasma and biotechnology businesses. Not owning Fortis, a Belgian diversified financials company in the index, also helped, as the company ran into funding difficulties.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on redemptions of shares purchased prior to October 12, 1990, and redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for the Class A, Class T, Class B, Class C, International Discovery and Institutional Class and for the entire period (May 9, 2008 to October 31, 2008) for Class K. The hypothetical expense Example is based on an investment of $1,000 invested for the one half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.33%

 

 

 

Actual

 

$ 1,000.00

$ 594.40

$ 5.33 B

Hypothetical A

 

$ 1,000.00

$ 1,018.45

$ 6.75 C

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 593.30

$ 6.73 B

Hypothetical A

 

$ 1,000.00

$ 1,016.69

$ 8.52 C

Class B

2.19%

 

 

 

Actual

 

$ 1,000.00

$ 591.80

$ 8.76 B

Hypothetical A

 

$ 1,000.00

$ 1,014.13

$ 11.09 C

Class C

2.18%

 

 

 

Actual

 

$ 1,000.00

$ 591.90

$ 8.72 B

Hypothetical A

 

$ 1,000.00

$ 1,014.18

$ 11.04 C

International Discovery

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 594.90

$ 4.33 B

Hypothetical A

 

$ 1,000.00

$ 1,019.71

$ 5.48 C

Class K

.93%

 

 

 

Actual

 

$ 1,000.00

$ 592.80

$ 3.56 B

Hypothetical A

 

$ 1,000.00

$ 1,020.46

$ 4.72 C

Institutional Class

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 595.20

$ 4.25 B

Hypothetical A

 

$ 1,000.00

$ 1,019.81

$ 5.38 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Class A, Class T, Class B, Class C, International Discovery and Institutional Class and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

United Kingdom 22.5%

fid910

Japan 16.0%

fid912

Switzerland 12.5%

fid914

Germany 12.1%

fid916

United States of America 6.9%

fid1003

France 5.7%

fid918

Australia 5.0%

fid920

Spain 3.9%

fid922

Italy 2.0%

fid926

Other 13.4%

fid1062

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

United Kingdom 17.5%

fid910

Japan 15.4%

fid912

Germany 12.6%

fid914

Switzerland 8.0%

fid916

France 6.7%

fid1003

Australia 5.4%

fid918

United States of America 4.2%

fid920

Spain 3.8%

fid922

Canada 3.0%

fid926

Other 23.4%

fid1074

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Equity Futures

94.3

96.3

Short-Term Investments and Net Other Assets

5.7

3.7

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Reg.) (Switzerland, Food Products)

3.0

1.8

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

2.7

2.0

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.2

0.9

E.ON AG (Germany, Electric Utilities)

2.2

2.0

CSL Ltd. (Australia, Biotechnology)

2.1

1.7

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

2.0

1.6

Telefonica SA (Spain, Diversified Telecommunication Services)

1.9

1.6

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

1.9

0.7

Toyota Motor Corp. (Japan, Automobiles)

1.5

1.0

BHP Billiton PLC (United Kingdom, Metals & Mining)

1.5

1.2

 

21.0

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.8

20.2

Health Care

15.8

9.2

Consumer Staples

10.8

8.6

Telecommunication Services

7.7

6.9

Energy

7.5

9.4

Information Technology

7.3

9.1

Consumer Discretionary

6.7

7.2

Industrials

5.9

9.9

Utilities

5.5

6.0

Materials

5.1

8.4

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 90.7%

Shares

Value (000s)

Australia - 5.0%

ABB Grain Ltd.

1,694,386

$ 9,253

Commonwealth Bank of Australia

1,505,851

41,142

Computershare Ltd.

7,275,075

41,108

CSL Ltd.

6,733,245

163,665

National Australia Bank Ltd.

2,188,189

35,487

QBE Insurance Group Ltd.

2,204,978

37,599

Westpac Banking Corp.

240,907

3,304

Woolworths Ltd.

3,270,417

60,934

TOTAL AUSTRALIA

392,492

Belgium - 0.1%

Hansen Transmission International NV

6,191,000

10,384

Brazil - 0.4%

BM&F BOVESPA SA

3,185,693

8,464

Vivo Participacoes SA sponsored ADR

2,046,100

22,384

TOTAL BRAZIL

30,848

Canada - 1.6%

Canadian Natural Resources Ltd.

585,000

29,507

Niko Resources Ltd.

498,400

21,824

Open Text Corp. (a)(d)

1,858,400

47,100

Petrobank Energy & Resources Ltd. (a)

813,500

15,517

Talisman Energy, Inc.

1,185,900

11,713

Timminco Ltd. (a)

484,400

2,732

TOTAL CANADA

128,393

Cayman Islands - 0.2%

China Dongxiang Group Co. Ltd.

49,139,000

14,456

China - 0.3%

ZTE Corp. (H Shares)

9,367,280

21,181

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)(e)

10,023,000

1,469

Czech Republic - 0.4%

Ceske Energeticke Zavody AS

726,800

31,451

Denmark - 1.1%

Novo Nordisk AS Series B

1,562,200

83,738

Finland - 0.9%

Nokia Corp. sponsored ADR (d)

4,627,100

70,239

France - 5.7%

Alstom SA

1,018,312

50,471

AXA SA

1,784,766

34,096

Common Stocks - continued

Shares

Value (000s)

France - continued

BNP Paribas SA

1,261,039

$ 91,049

Cap Gemini SA

684,300

22,048

CNP Assurances

218,000

17,566

Eutelsat Communications

2,321,754

49,832

GDF Suez

1,614,778

72,180

L'Air Liquide SA

497,774

42,955

LVMH Moet Hennessy - Louis Vuitton

272,400

18,127

Orpea (a)(d)

560,828

18,246

Sechilienne-Sidec

182,432

7,005

Societe Generale Series A

441,320

24,054

TOTAL FRANCE

447,629

Germany - 11.0%

Allianz AG (Reg.)

748,030

55,980

Bayer AG

551,600

30,707

Bayer AG sponsored ADR

237,840

13,131

Beiersdorf AG

90,350

4,790

Daimler AG (Reg.)

340,400

11,771

Deutsche Bank AG

507,100

19,256

Deutsche Boerse AG

267,325

21,375

Deutsche Telekom AG (Reg.)

4,103,000

61,284

E.ON AG

4,453,900

170,392

Fresenius Medical Care AG

808,400

36,766

GEA Group AG

1,773,100

25,912

Gerresheimer AG

1,207,200

42,322

Linde AG

550,793

46,257

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

786,000

104,322

Q-Cells AG (a)(d)

365,515

14,379

RWE AG

1,232,900

103,032

Siemens AG (Reg.)

645,600

38,688

SolarWorld AG (d)

804,033

20,264

Symrise AG

1,793,000

22,271

Wincor Nixdorf AG

256,500

11,222

TOTAL GERMANY

854,121

Greece - 0.3%

Public Power Corp. of Greece

1,609,345

19,900

Hong Kong - 1.1%

Cheung Kong Holdings Ltd.

3,875,000

37,206

China Unicom (Hong Kong) Ltd.

13,364,000

19,080

Hang Seng Bank Ltd.

2,361,100

29,460

TOTAL HONG KONG

85,746

Common Stocks - continued

Shares

Value (000s)

India - 0.8%

Infosys Technologies Ltd.

718,452

$ 20,942

Reliance Industries Ltd.

409,023

11,627

Satyam Computer Services Ltd.

3,263,566

20,633

Titan Industries Ltd.

390,000

8,175

TOTAL INDIA

61,377

Indonesia - 0.2%

PT Bumi Resources Tbk

47,032,000

6,158

PT Indosat Tbk

24,300,500

11,764

TOTAL INDONESIA

17,922

Ireland - 0.3%

Paddy Power PLC (Ireland)

1,445,597

24,647

Israel - 0.9%

Nice Systems Ltd. sponsored ADR (a)

918,700

20,542

Teva Pharmaceutical Industries Ltd. sponsored ADR

1,085,700

46,555

TOTAL ISRAEL

67,097

Italy - 1.7%

ENI SpA

3,210,300

76,624

Fiat SpA

3,091,100

24,567

Finmeccanica SpA

788,864

9,651

Finmeccanica SpA rights 11/7/08 (a)

1,232,600

524

Prysmian SpA

1,016,400

12,330

UniCredit SpA

5,114,800

12,515

TOTAL ITALY

136,211

Japan - 13.8%

Aeon Mall Co. Ltd.

1,073,500

26,499

Asics Corp.

3,914,000

24,523

Canon Marketing Japan, Inc.

2,296,500

38,417

Canon, Inc.

1,697,450

59,394

Daiwa Securities Group, Inc.

5,423,000

30,658

East Japan Railway Co.

10,753

76,514

Konica Minolta Holdings, Inc.

2,130,500

13,991

Matsushita Electric Industrial Co. Ltd.

4,011,000

64,589

Mitsubishi Corp.

3,196,500

53,577

Mitsubishi UFJ Financial Group, Inc.

16,855,700

105,919

Mitsui & Co. Ltd.

3,040,000

29,455

Nintendo Co. Ltd.

91,250

28,470

Nippon Building Fund, Inc.

2,590

24,886

Nippon Telegraph & Telephone Corp.

12,237

49,933

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Nomura Holdings, Inc.

9,963,700

$ 94,395

Promise Co. Ltd.

1,379,000

24,751

Rakuten, Inc. (d)

46,965

23,281

Ricoh Co. Ltd.

3,390,000

36,481

Seven & I Holdings Co. Ltd.

1,143,400

32,103

Sony Corp. sponsored ADR

465,300

10,814

Sony Financial Holdings, Inc.

6,285

20,440

Sumitomo Mitsui Financial Group, Inc.

16,438

65,894

Tokyo Electron Ltd.

691,700

23,063

Toyota Motor Corp.

2,939,300

114,777

TOTAL JAPAN

1,072,824

Korea (South) - 0.9%

LG Household & Health Care Ltd.

207,070

29,672

NHN Corp. (a)

346,842

37,026

TOTAL KOREA (SOUTH)

66,698

Luxembourg - 0.6%

Reinet Investments SCA (a)

29,552

308

Reinet Investments SCA (a)

186,332

3,618

SES SA (A Shares) FDR unit

2,399,068

41,107

TOTAL LUXEMBOURG

45,033

Malaysia - 0.1%

KNM Group Bhd

32,198,300

5,460

Mexico - 0.5%

America Movil SAB de CV Series L sponsored ADR

1,262,200

39,052

Netherlands - 1.5%

AMG Advanced Metallurgical Group NV (a)(d)

585,100

9,471

ASML Holding NV (Netherlands)

485,800

8,505

Gemalto NV (a)

331,217

9,280

Koninklijke KPN NV

6,660,700

93,804

TOTAL NETHERLANDS

121,060

Norway - 0.2%

Pronova BioPharma ASA

4,726,590

12,279

Papua New Guinea - 0.3%

Oil Search Ltd.

6,566,347

19,883

Russia - 0.4%

OAO Gazprom sponsored ADR

1,657,700

33,900

Singapore - 0.1%

Singapore Exchange Ltd.

2,172,000

7,775

Common Stocks - continued

Shares

Value (000s)

Spain - 3.9%

Banco Santander SA

3,311,500

$ 35,814

Grifols SA

3,624,108

72,123

Red Electrica Corporacion SA

628,000

27,526

Repsol YPF SA

1,089,200

20,712

Telefonica SA

8,021,700

148,521

TOTAL SPAIN

304,696

Sweden - 0.1%

Modern Times Group MTG AB (B Shares)

540,150

11,588

Switzerland - 12.5%

Actelion Ltd. (Reg.) (a)

1,419,010

74,947

BB BIOTECH AG

354,261

22,463

Credit Suisse Group (Reg.)

1,149,050

42,958

EFG International

1,978,630

42,586

Julius Baer Holding AG

488,128

19,087

Nestle SA (Reg.)

6,009,533

233,639

Novartis AG:

(Reg.)

1,609,626

81,684

sponsored ADR

994,500

50,710

Roche Holding AG (participation certificate)

1,115,576

170,565

SGS Societe Generale de Surveillance Holding SA (Reg.)

25,313

24,916

Sonova Holding AG

574,683

23,873

Syngenta AG (Switzerland)

426,660

79,740

Tecan Group AG

212,300

9,529

The Swatch Group AG (Bearer)

75,432

11,768

UBS AG (For. Reg.)

516,022

8,754

Zurich Financial Services AG (Reg.)

389,534

79,011

TOTAL SWITZERLAND

976,230

Thailand - 0.1%

Total Access Communication PCL unit

14,109,900

10,085

United Kingdom - 22.5%

AstraZeneca PLC (United Kingdom)

1,559,200

66,068

Autonomy Corp. PLC (a)

1,365,900

21,655

BAE Systems PLC

8,539,409

47,994

Barclays PLC

3,933,200

11,273

BG Group PLC

2,944,100

43,285

BG Group PLC sponsored ADR

207,400

15,534

BHP Billiton PLC

6,691,800

113,616

BP PLC

6,979,400

56,885

British American Tobacco PLC:

(United Kingdom)

3,175,400

87,088

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

British American Tobacco PLC: - continued

sponsored ADR

404,500

$ 21,989

Capita Group PLC

4,290,793

44,331

Compass Group PLC

4,055,000

18,854

Diageo PLC

1,514,500

23,109

GlaxoSmithKline PLC sponsored ADR

1,381,600

53,468

HSBC Holdings PLC:

(Hong Kong) (Reg.)

3,704,844

44,100

(United Kingdom) (Reg.)

12,259,500

145,186

Imperial Tobacco Group PLC

1,644,800

44,078

Informa PLC

7,983,600

27,045

Man Group PLC

10,947,800

63,199

Misys PLC

7,892,600

14,131

Prudential PLC

6,511,200

32,704

Reckitt Benckiser Group PLC

2,636,700

111,518

Rio Tinto PLC (Reg.)

1,712,500

79,985

Royal Bank of Scotland Group PLC

10,165,495

11,196

Royal Dutch Shell PLC Class B

7,883,059

213,697

Shire PLC

1,814,400

23,859

SSL International PLC

6,429,705

43,420

Standard Chartered PLC (United Kingdom)

990,000

16,360

Unilever PLC

3,552,700

79,805

Vodafone Group PLC

80,550,435

154,937

William Morrison Supermarkets PLC

6,595,100

28,078

TOTAL UNITED KINGDOM

1,758,447

United States of America - 1.2%

Macquarie Infrastructure Co. LLC

131,000

1,330

Philip Morris International, Inc.

1,529,600

66,492

Visa, Inc.

440,500

24,382

TOTAL UNITED STATES OF AMERICA

92,204

TOTAL COMMON STOCKS

(Cost $9,659,419)

7,076,515

Nonconvertible Preferred Stocks - 1.4%

 

 

 

 

Germany - 1.1%

Fresenius AG (non-vtg.)

1,371,100

88,425

Nonconvertible Preferred Stocks - continued

Shares

Value (000s)

Italy - 0.3%

Intesa Sanpaolo SpA

6,761,102

$ 20,068

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $135,122)

108,493

Government Obligations - 0.3%

 

Principal Amount (000s)

 

United States of America - 0.3%

U.S. Treasury Bills, yield at date of purchase 0.33% to 1.72% 12/4/08 to 1/29/09 (f)
(Cost $20,322)

$ 20,350

20,341

Money Market Funds - 8.5%

Shares

 

Fidelity Cash Central Fund, 1.81% (b)

645,326,349

645,326

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

20,061,695

20,062

TOTAL MONEY MARKET FUNDS

(Cost $665,388)

665,388

TOTAL INVESTMENT PORTFOLIO - 100.9%

(Cost $10,480,251)

7,870,737

NET OTHER ASSETS - (0.9)%

(73,080)

NET ASSETS - 100%

$ 7,797,657

Futures Contracts

Expiration Date

Underlying Face Amount at Value
(000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

1,759 CME Nikkei 225 Index Contracts (Japan)

Dec. 2008

$ 78,583

$ (28,790)

1,070 TOPIX 150 Index Contracts (Japan)

Dec. 2008

92,755

(36,491)

TOTAL EQUITY INDEX CONTRACTS

 

$ 171,338

$ (65,281)

 

The face value of futures purchased as a percentage of net assets - 2.2%

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $20,341,000.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 24,831

Fidelity Securities Lending Cash Central Fund

11,130

Total

$ 35,961

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliates
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Aisi Realty Public Ltd.

$ 8,752

$ -

$ -

$ -

$ 1,469

Renovo Group PLC

42,523

-

6,236

-

-

Total

$ 51,275

$ -

$ 6,236

$ -

$ 1,469

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $637,482,000 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2008

 

 

 

Assets

 

 

Investment in securities, at value (including securities loaned of $19,297) - See accompanying schedule:

Unaffiliated issuers (cost $9,808,248)

$ 7,203,880

 

Fidelity Central Funds (cost $665,388)

665,388

 

Other affiliated issuers (cost $6,615)

1,469

 

Total Investments (cost $10,480,251)

 

$ 7,870,737

Foreign currency held at value (cost $5,841)

5,690

Receivable for investments sold

66,423

Receivable for fund shares sold

14,159

Dividends receivable

25,197

Distributions receivable from Fidelity Central Funds

856

Other receivables

1,128

Total assets

7,984,190

 

 

 

Liabilities

Payable for investments purchased

$ 141,169

Payable for fund shares redeemed

9,351

Accrued management fee

5,296

Distribution fees payable

155

Payable for daily variation on futures contracts

7,529

Other affiliated payables

2,276

Other payables and accrued expenses

695

Collateral on securities loaned, at value

20,062

Total liabilities

186,533

 

 

 

Net Assets

$ 7,797,657

Net Assets consist of:

 

Paid in capital

$ 10,988,479

Undistributed net investment income

120,184

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(636,064)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(2,674,942)

Net Assets

$ 7,797,657

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($379,564 ÷ 16,031.5 shares)

$ 23.68

 

 

 

Maximum offering price per share (100/94.25 of $23.68)

$ 25.12

Class T:
Net Asset Value
and redemption price per share ($63,690 ÷ 2,711.8 shares)

$ 23.49

 

 

 

Maximum offering price per share (100/96.50 of $23.49)

$ 24.34

Class B:
Net Asset Value
and offering price per share ($14,961 ÷ 643.5 shares) A

$ 23.25

 

 

 

Class C:
Net Asset Value
and offering price per share ($36,410 ÷ 1,562.3 shares) A

$ 23.31

 

 

 

 

 

 

International Discovery:
Net Asset Value
, offering price and redemption price per share ($6,998,759 ÷ 293,060.0 shares)

$ 23.88

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($145,192 ÷ 6,074.3 shares)

$ 23.90

 

 

 

Institutional Class:
Net Asset Value, offering price and redemption price per share ($159,081 ÷ 6,654.3 shares)

$ 23.91

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 318,308

Interest

 

161

Income from Fidelity Central Funds

 

35,961

 

 

354,430

Less foreign taxes withheld

 

(27,021)

Total income

 

327,409

 

 

 

Expenses

Management fee
Basic fee

$ 90,977

Performance adjustment

13,226

Transfer agent fees

28,436

Distribution fees

2,431

Accounting and security lending fees

1,917

Custodian fees and expenses

2,341

Independent trustees' compensation

56

Registration fees

466

Audit

115

Legal

65

Miscellaneous

1,638

Total expenses before reductions

141,668

Expense reductions

(5,009)

136,659

Net investment income (loss)

190,750

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $366)

(569,251)

Other affiliated issuers

(20,894)

 

Foreign currency transactions

(36,433)

Futures contracts

(37,990)

Total net realized gain (loss)

 

(664,568)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $4,165)

(6,819,805)

Assets and liabilities in foreign currencies

(192)

Futures contracts

(68,439)

Total change in net unrealized appreciation (depreciation)

 

(6,888,436)

Net gain (loss)

(7,553,004)

Net increase (decrease) in net assets resulting from operations

$ (7,362,254)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 190,750

$ 144,458

Net realized gain (loss)

(664,568)

608,100

Change in net unrealized appreciation (depreciation)

(6,888,436)

2,677,967

Net increase (decrease) in net assets resulting
from operations

(7,362,254)

3,430,525

Distributions to shareholders from net investment income

(129,574)

(85,862)

Distributions to shareholders from net realized gain

(528,706)

(224,325)

Total distributions

(658,280)

(310,187)

Share transactions - net increase (decrease)

1,069,130

3,385,409

Redemption fees

709

502

Total increase (decrease) in net assets

(6,950,695)

6,506,249

 

 

 

Net Assets

Beginning of period

14,748,352

8,242,103

End of period (including undistributed net investment income of $120,184 and undistributed net investment income of $137,292, respectively)

$ 7,797,657

$ 14,748,352

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 47.34

$ 36.47

$ 30.57

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .46

  .44

  .42

  .28

Net realized and unrealized gain (loss)

  (22.08)

  11.76

  7.19

  2.88

Total from investment operations

  (21.62)

  12.20

  7.61

  3.16

Distributions from net investment income

  (.37)

  (.35)

  (.31)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (2.04)

  (1.33)

  (1.71)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.68

$ 47.34

$ 36.47

$ 30.57

Total Return B,C,D

  (47.65)%

  34.54%

  26.01%

  11.53%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.32%

  1.25%

  1.27%

  1.42% A

Expenses net of fee waivers, if any

  1.32%

  1.25%

  1.27%

  1.42% A

Expenses net of all reductions

  1.29%

  1.22%

  1.21%

  1.36% A

Net investment income (loss)

  1.27%

  1.08%

  1.22%

  1.15% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 380

$ 417

$ 140

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 47.06

$ 36.30

$ 30.49

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .33

  .29

  .27

  .20

Net realized and unrealized gain (loss)

  (21.94)

  11.71

  7.18

  2.88

Total from investment operations

  (21.61)

  12.00

  7.45

  3.08

Distributions from net investment income

  (.29)

  (.26)

  (.24)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.96)

  (1.24)

  (1.64)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.49

$ 47.06

$ 36.30

$ 30.49

Total Return B,C,D

  (47.84)%

  34.08%

  25.49%

  11.24%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.68%

  1.63%

  1.71%

  1.75% A

Expenses net of fee waivers, if any

  1.68%

  1.63%

  1.71%

  1.75% A

Expenses net of all reductions

  1.64%

  1.60%

  1.65%

  1.69% A

Net investment income (loss)

  .91%

  .70%

  .78%

  .83% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 64

$ 53

$ 10

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 46.70

$ 36.12

$ 30.36

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .15

  .08

  .08

  .08

Net realized and unrealized gain (loss)

  (21.77)

  11.64

  7.19

  2.87

Total from investment operations

  (21.62)

  11.72

  7.27

  2.95

Distributions from net investment income

  (.16)

  (.16)

  (.11)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.83)

  (1.14)

  (1.51)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.25

$ 46.70

$ 36.12

$ 30.36

Total Return B,C,D

  (48.11)%

  33.37%

  24.91%

  10.76%

Ratios to Average Net Assets F,I

 

 

 

 

Expenses before reductions

  2.19%

  2.14%

  2.27%

  2.24% A

Expenses net of fee waivers, if any

  2.19%

  2.14%

  2.25%

  2.24% A

Expenses net of all reductions

  2.15%

  2.10%

  2.19%

  2.18% A

Net investment income (loss)

  .40%

  .19%

  .24%

  .33% A

Supplemental Data

 

 

 

 

Net assets, end of period (in millions)

$ 15

$ 17

$ 4

$ 1

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 46.82

$ 36.19

$ 30.41

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .15

  .09

  .11

  .13

Net realized and unrealized gain (loss)

  (21.82)

  11.66

  7.19

  2.87

Total from investment operations

  (21.67)

  11.75

  7.30

  3.00

Distributions from net investment income

  (.17)

  (.14)

  (.12)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.84)

  (1.12)

  (1.52)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.31

$ 46.82

$ 36.19

$ 30.41

Total Return B,C,D

  (48.10)%

  33.38%

  24.97%

  10.94%

Ratios to Average Net Assets F,I

 

 

 

 

Expenses before reductions

  2.17%

  2.11%

  2.16%

  2.04% A

Expenses net of fee waivers, if any

  2.17%

  2.11%

  2.16%

  2.04% A

Expenses net of all reductions

  2.13%

  2.08%

  2.11%

  1.98% A

Net investment income (loss)

  .42%

  .22%

  .33%

  .53% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 36

$ 28

$ 6

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Discovery

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 47.68

$ 36.67

$ 30.65

$ 25.31

$ 21.87

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .57

  .53

  .48

  .37

  .22

Net realized and unrealized gain (loss)

  (22.29)

  11.84

  7.25

  5.24

  3.40

Total from investment operations

  (21.72)

  12.37

  7.73

  5.61

  3.62

Distributions from net investment income

  (.41)

  (.38)

  (.31)

  (.15)

  (.18)

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  (.12)

  -

Total distributions

  (2.08)

  (1.36)

  (1.71)

  (.27)

  (.18)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 23.88

$ 47.68

$ 36.67

$ 30.65

$ 25.31

Total Return A

  (47.55)%

  34.85%

  26.34%

  22.29%

  16.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.09%

  1.04%

  1.09%

  1.08%

  1.10%

Expenses net of fee waivers, if any

  1.09%

  1.04%

  1.08%

  1.07%

  1.10%

Expenses net of all reductions

  1.05%

  1.00%

  1.03%

  1.01%

  1.06%

Net investment income (loss)

  1.51%

  1.30%

  1.41%

  1.35%

  .92%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 6,999

$ 14,176

$ 8,054

$ 3,949

$ 2,193

Portfolio turnover rate D

  79%

  56%

  56%

  75%

  87%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 40.32

Income from Investment Operations

 

Net investment income (loss) D

  .10

Net realized and unrealized gain (loss)

  (16.52)

Total from investment operations

  (16.42)

Redemption fees added to paid in capital D,I

  -

Net asset value, end of period

$ 23.90

Total Return B,C

  (40.72)%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .93% A

Expenses net of fee waivers, if any

  .93% A

Expenses net of all reductions

  .89% A

Net investment income (loss)

  .83% A

Supplemental Data

 

Net assets, end of period (in millions)

$ 145

Portfolio turnover rate F

  79%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 47.73

$ 36.71

$ 30.68

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) D

  .53

  .55

  .51

  .38

Net realized and unrealized gain (loss)

  (22.24)

  11.85

  7.25

  2.89

Total from investment operations

  (21.71)

  12.40

  7.76

  3.27

Distributions from net investment income

  (.44)

  (.40)

  (.33)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (2.11)

  (1.38)

  (1.73)

  -

Redemption fees added to paid in capital D,I

  -

  -

  -

  -

Net asset value, end of period

$ 23.91

$ 47.73

$ 36.71

$ 30.68

Total Return B,C

  (47.51)%

  34.93%

  26.45%

  11.93%

Ratios to Average Net Assets E,H

 

 

 

 

Expenses before reductions

  1.05%

  .97%

  1.00%

  .97% A

Expenses net of fee waivers, if any

  1.05%

  .97%

  1.00%

  .97% A

Expenses net of all reductions

  1.01%

  .94%

  .95%

  .90% A

Net investment income (loss)

  1.54%

  1.36%

  1.49%

  1.60% A

Supplemental Data

 

 

 

 

Net assets, end of period (in millions)

$ 159

$ 58

$ 28

$ 10

Portfolio turnover rate F

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Discovery Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. On January 17, 2008, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class K shares on May 9, 2008. The Fund offers Class A, Class T, Class B, Class C, International Discovery, Class K and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make

Annual Report

3. Significant Accounting Policies - continued

certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE) normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to futures transactions, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 370,565

Unrealized depreciation

(3,044,089)

Net unrealized appreciation (depreciation)

(2,673,524)

Undistributed ordinary income

93,213

Capital loss carryforward

(637,482)

 

 

Cost for federal income tax purposes

$ 10,544,261

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 164,399

$ 145,377

Long-term Capital Gains

493,881

164,810

Total

$ 658,280

$ 310,187

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncements. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for reporting periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures to provide information about the reasons the Fund invests in derivative instruments, the accounting treatment and the effect derivatives have on financial performance.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock markets. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of

Annual Report

4. Operating Policies - continued

Futures Contracts - continued

the underlying instruments or if the counterparties do not perform under the contract's terms.

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $10,031,748 and $9,562,944, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Discovery as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .81% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 1,335

$ 160

Class T

.25%

.25%

393

3

Class B

.75%

.25%

224

168

Class C

.75%

.25%

479

189

 

 

 

$ 2,431

$ 520

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 284

Class T

46

Class B*

36

Class C*

14

 

$ 380

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC) also an affiliate of FMR was the sub-transfer for International Discovery shares. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,109

.21

Class T

248

.31

Class B

73

.32

Class C

146

.30

International Discovery

26,685

.22

Class K

8

.05*

Institutional Class

167

.18

 

$ 28,436

 

* Annualized

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $26 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $11,130.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,760 for the period. In addition, through arrangements with each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Discovery

$ 248

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $5, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the

Annual Report

10. Other - continued

SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 3,599

$ 1,387

Class T

387

80

Class B

67

21

Class C

123

24

International Discovery

124,823

84,038

Institutional Class

575

312

Total

$ 129,574

$ 85,862

From net realized gain

 

 

Class A

$ 16,423

$ 3,929

Class T

2,244

302

Class B

719

130

Class C

1,185

170

International Discovery

505,958

219,032

Institutional Class

2,177

762

Total

$ 528,706

$ 224,325

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Class A

 

 

 

 

Shares sold

13,337

5,675

$ 505,827

$ 234,633

Reinvestment of distributions

252

63

11,025

2,271

Shares redeemed

(6,361)

(770)

(213,706)

(31,203)

Net increase (decrease)

7,228

4,968

$ 303,146

$ 205,701

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions - continued

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Class T

 

 

 

 

Shares sold

2,322

1,031

$ 87,236

$ 42,252

Reinvestment of distributions

59

10

2,571

371

Shares redeemed

(800)

(187)

(27,654)

(7,614)

Net increase (decrease)

1,581

854

$ 62,153

$ 35,009

Class B

 

 

 

 

Shares sold

487

293

$ 18,856

$ 11,952

Reinvestment of distributions

17

4

721

136

Shares redeemed

(228)

(53)

(7,554)

(2,096)

Net increase (decrease)

276

244

$ 12,023

$ 9,992

Class C

 

 

 

 

Shares sold

1,350

481

$ 51,762

$ 19,749

Reinvestment of distributions

25

4

1,076

139

Shares redeemed

(405)

(55)

(13,335)

(2,234)

Net increase (decrease)

970

430

$ 39,503

$ 17,654

International Discovery

 

 

 

 

Shares sold

98,885

133,089

$ 3,784,869

$ 5,367,776

Conversion to Class K

(6,197)

-

(182,264)

-

Reinvestment of distributions

13,646

7,929

600,976

289,550

Shares redeemed

(110,609)

(63,328)

(3,914,448)

(2,558,324)

Net increase (decrease)

(4,275)

77,690

$ 289,133

$ 3,099,002

Class K

 

 

 

 

Shares sold

215

-

$ 6,017

$ -

Conversion from International Discovery

6,197

-

182,264

-

Reinvestment of distributions

-

-

-

-

Shares redeemed

(338)

-

(8,716)

-

Net increase (decrease)

6,074

-

$ 179,565

$ -

Annual Report

12. Share Transactions - continued

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Institutional Class

 

 

 

 

Shares sold

7,551

538

$ 243,799

$ 22,351

Reinvestment of distributions

42

19

1,852

700

Shares redeemed

(2,148)

(120)

(62,044)

(5,000)

Net increase (decrease)

5,445

437

$ 183,607

$ 18,051

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Discovery Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Discovery Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Discovery Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

1,337,480,153.27

21.306

Against

4,280,655,741.12

68.193

Abstain

268,134,649.82

4.271

Broker
Non-Votes

391,079,068.84

6.230

TOTAL

6,277,349,613.05

100.000

A Denotes trust-wide proposal and voting results.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Discovery Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, as available, the cumulative total returns of Fidelity International Discovery (retail class) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Fidelity International Discovery (retail class) and Class B show the performance of the highest and lowest performing classes, respectively. (The fund did not offer Class K as of December 31, 2007.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Discovery Fund


fid1076

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity International Discovery (retail class) of the fund was in the first quartile for all the periods shown. The Board also stated that the investment performance of Fidelity International Discovery (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG% of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Discovery Fund

fid1078

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Discovery (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual
fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

Fidelity Investments
Japan Limited

FIL Investment Advisors

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.
New York, NY

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-6666

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

IGI-K-UANN-1208
1.863305.100

fid1036

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Discovery
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2008

Class A, Class T, Class B, and Class C are classes of Fidelity® International Discovery Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10
years

Class A (incl. 5.75% sales charge) A, E

-50.66%

3.54%

5.25%

Class T (incl. 3.50% sales charge) B, E

-49.67%

3.74%

5.36%

Class B (incl. contingent deferred sales charge) C, E

-50.60%

3.74%

5.53%

Class C (incl. contingent deferred sales charge) D , E

-48.60%

4.13%

5.55%

A Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on Janu-ary 6, 2005. Returns prior to January 6, 2005 are those of International Discovery, the original class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to January 6, 2005 would have been lower.

B Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on Janu-ary 6, 2005. Returns prior to January 6, 2005 are those of International Discovery, the original class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to January 6, 2005 would have been lower.

C Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on Janu-ary 6, 2005. Returns prior to January 6, 2005 are those of International Discovery, the original class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to January 6, 2005 would have been lower. Class B shares' contingent deferred sales charges included in the past one year, past five year, and past 10 year total return figures are 5%, 2%, and 0% respectively.

D Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on Janu-ary 6, 2005. Returns prior to January 6, 2005 are those of International Discovery, the original class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to January 6, 2005 would have been lower. Class C shares' contingent deferred sales charges included in the past one year, past five year, and past 10 year total return figures are 1%, 0%, and 0% respectively.

E Prior to October 1, 2004, the fund operated under certain different investment policies. Accordingly, the fund's historical performance may not represent its current investment policies.

Annual Report

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Discovery Fund - Class A on October 31, 1998 and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Index (Europe, Australasia, Far East) performed over the same period. The initial offering of Class A took place on January 6, 2005. See the previous page for additional information regarding the performance of Class A.


fid1103

In prior years, the performance from year to year was represented by the performance of Class T. Going forward, the fund's performance will be represented by Class A for consistency with other fund materials.

Annual Report

Management's Discussion of Fund Performance

Comments from William Kennedy, Portfolio Manager of Fidelity Advisor International Discovery Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%.In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the 12 months ending October 31, 2008, the fund's Class A, Class T, Class B and Class C shares returned -47.65%, -47.84%, -48.11% and -48.10%, respectively (excluding sales charges), which was just shy of the MSCI EAFE's return. Stock selection in Japan, where the yen was strong, detracted from performance. Stock selection in the energy, utilities and industrials sectors was also disappointing, as were currency impacts on our emerging markets holdings. The fund lost ground from not owning index component Volkswagen, the German car company, as a competitor bought shares that drove the stock price up. Other detractors included Babcock & Brown, an Australian infrastructure development company hurt by the credit crunch. It was no longer held at period end. An underweighting in BP, a British integrated oil company that held up well as energy prices declined, further undermined returns. On the upside, the fund benefited from a small cash position as well as country and sector weightings, including underweightings in financials and materials and an overweighting in health care. Top contributors included CSL, an Australian company with steady growth from its blood plasma and biotechnology businesses. Not owning Fortis, a Belgian diversified financials company in the index, also helped, as the company ran into funding difficulties.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on redemptions of shares purchased prior to October 12, 1990, and redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for the Class A, Class T, Class B, Class C, International Discovery and Institutional Class and for the entire period (May 9, 2008 to October 31, 2008) for Class K. The hypothetical expense Example is based on an investment of $1,000 invested for the one half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.33%

 

 

 

Actual

 

$ 1,000.00

$ 594.40

$ 5.33 B

Hypothetical A

 

$ 1,000.00

$ 1,018.45

$ 6.75 C

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 593.30

$ 6.73 B

Hypothetical A

 

$ 1,000.00

$ 1,016.69

$ 8.52 C

Class B

2.19%

 

 

 

Actual

 

$ 1,000.00

$ 591.80

$ 8.76 B

Hypothetical A

 

$ 1,000.00

$ 1,014.13

$ 11.09 C

Class C

2.18%

 

 

 

Actual

 

$ 1,000.00

$ 591.90

$ 8.72 B

Hypothetical A

 

$ 1,000.00

$ 1,014.18

$ 11.04 C

International Discovery

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 594.90

$ 4.33 B

Hypothetical A

 

$ 1,000.00

$ 1,019.71

$ 5.48 C

Class K

.93%

 

 

 

Actual

 

$ 1,000.00

$ 592.80

$ 3.56 B

Hypothetical A

 

$ 1,000.00

$ 1,020.46

$ 4.72 C

Institutional Class

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 595.20

$ 4.25 B

Hypothetical A

 

$ 1,000.00

$ 1,019.81

$ 5.38 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Class A, Class T, Class B, Class C, International Discovery and Institutional Class and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

United Kingdom 22.5%

fid910

Japan 16.0%

fid912

Switzerland 12.5%

fid914

Germany 12.1%

fid916

United States of America 6.9%

fid1003

France 5.7%

fid918

Australia 5.0%

fid920

Spain 3.9%

fid922

Italy 2.0%

fid926

Other 13.4%

fid1115

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

United Kingdom 17.5%

fid910

Japan 15.4%

fid912

Germany 12.6%

fid914

Switzerland 8.0%

fid916

France 6.7%

fid1003

Australia 5.4%

fid918

United States of America 4.2%

fid920

Spain 3.8%

fid922

Canada 3.0%

fid926

Other 23.4%

fid1127

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Equity Futures

94.3

96.3

Short-Term Investments and Net Other Assets

5.7

3.7

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Reg.) (Switzerland, Food Products)

3.0

1.8

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

2.7

2.0

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.2

0.9

E.ON AG (Germany, Electric Utilities)

2.2

2.0

CSL Ltd. (Australia, Biotechnology)

2.1

1.7

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

2.0

1.6

Telefonica SA (Spain, Diversified Telecommunication Services)

1.9

1.6

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

1.9

0.7

Toyota Motor Corp. (Japan, Automobiles)

1.5

1.0

BHP Billiton PLC (United Kingdom, Metals & Mining)

1.5

1.2

 

21.0

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.8

20.2

Health Care

15.8

9.2

Consumer Staples

10.8

8.6

Telecommunication Services

7.7

6.9

Energy

7.5

9.4

Information Technology

7.3

9.1

Consumer Discretionary

6.7

7.2

Industrials

5.9

9.9

Utilities

5.5

6.0

Materials

5.1

8.4

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 90.7%

Shares

Value (000s)

Australia - 5.0%

ABB Grain Ltd.

1,694,386

$ 9,253

Commonwealth Bank of Australia

1,505,851

41,142

Computershare Ltd.

7,275,075

41,108

CSL Ltd.

6,733,245

163,665

National Australia Bank Ltd.

2,188,189

35,487

QBE Insurance Group Ltd.

2,204,978

37,599

Westpac Banking Corp.

240,907

3,304

Woolworths Ltd.

3,270,417

60,934

TOTAL AUSTRALIA

392,492

Belgium - 0.1%

Hansen Transmission International NV

6,191,000

10,384

Brazil - 0.4%

BM&F BOVESPA SA

3,185,693

8,464

Vivo Participacoes SA sponsored ADR

2,046,100

22,384

TOTAL BRAZIL

30,848

Canada - 1.6%

Canadian Natural Resources Ltd.

585,000

29,507

Niko Resources Ltd.

498,400

21,824

Open Text Corp. (a)(d)

1,858,400

47,100

Petrobank Energy & Resources Ltd. (a)

813,500

15,517

Talisman Energy, Inc.

1,185,900

11,713

Timminco Ltd. (a)

484,400

2,732

TOTAL CANADA

128,393

Cayman Islands - 0.2%

China Dongxiang Group Co. Ltd.

49,139,000

14,456

China - 0.3%

ZTE Corp. (H Shares)

9,367,280

21,181

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)(e)

10,023,000

1,469

Czech Republic - 0.4%

Ceske Energeticke Zavody AS

726,800

31,451

Denmark - 1.1%

Novo Nordisk AS Series B

1,562,200

83,738

Finland - 0.9%

Nokia Corp. sponsored ADR (d)

4,627,100

70,239

France - 5.7%

Alstom SA

1,018,312

50,471

AXA SA

1,784,766

34,096

Common Stocks - continued

Shares

Value (000s)

France - continued

BNP Paribas SA

1,261,039

$ 91,049

Cap Gemini SA

684,300

22,048

CNP Assurances

218,000

17,566

Eutelsat Communications

2,321,754

49,832

GDF Suez

1,614,778

72,180

L'Air Liquide SA

497,774

42,955

LVMH Moet Hennessy - Louis Vuitton

272,400

18,127

Orpea (a)(d)

560,828

18,246

Sechilienne-Sidec

182,432

7,005

Societe Generale Series A

441,320

24,054

TOTAL FRANCE

447,629

Germany - 11.0%

Allianz AG (Reg.)

748,030

55,980

Bayer AG

551,600

30,707

Bayer AG sponsored ADR

237,840

13,131

Beiersdorf AG

90,350

4,790

Daimler AG (Reg.)

340,400

11,771

Deutsche Bank AG

507,100

19,256

Deutsche Boerse AG

267,325

21,375

Deutsche Telekom AG (Reg.)

4,103,000

61,284

E.ON AG

4,453,900

170,392

Fresenius Medical Care AG

808,400

36,766

GEA Group AG

1,773,100

25,912

Gerresheimer AG

1,207,200

42,322

Linde AG

550,793

46,257

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

786,000

104,322

Q-Cells AG (a)(d)

365,515

14,379

RWE AG

1,232,900

103,032

Siemens AG (Reg.)

645,600

38,688

SolarWorld AG (d)

804,033

20,264

Symrise AG

1,793,000

22,271

Wincor Nixdorf AG

256,500

11,222

TOTAL GERMANY

854,121

Greece - 0.3%

Public Power Corp. of Greece

1,609,345

19,900

Hong Kong - 1.1%

Cheung Kong Holdings Ltd.

3,875,000

37,206

China Unicom (Hong Kong) Ltd.

13,364,000

19,080

Hang Seng Bank Ltd.

2,361,100

29,460

TOTAL HONG KONG

85,746

Common Stocks - continued

Shares

Value (000s)

India - 0.8%

Infosys Technologies Ltd.

718,452

$ 20,942

Reliance Industries Ltd.

409,023

11,627

Satyam Computer Services Ltd.

3,263,566

20,633

Titan Industries Ltd.

390,000

8,175

TOTAL INDIA

61,377

Indonesia - 0.2%

PT Bumi Resources Tbk

47,032,000

6,158

PT Indosat Tbk

24,300,500

11,764

TOTAL INDONESIA

17,922

Ireland - 0.3%

Paddy Power PLC (Ireland)

1,445,597

24,647

Israel - 0.9%

Nice Systems Ltd. sponsored ADR (a)

918,700

20,542

Teva Pharmaceutical Industries Ltd. sponsored ADR

1,085,700

46,555

TOTAL ISRAEL

67,097

Italy - 1.7%

ENI SpA

3,210,300

76,624

Fiat SpA

3,091,100

24,567

Finmeccanica SpA

788,864

9,651

Finmeccanica SpA rights 11/7/08 (a)

1,232,600

524

Prysmian SpA

1,016,400

12,330

UniCredit SpA

5,114,800

12,515

TOTAL ITALY

136,211

Japan - 13.8%

Aeon Mall Co. Ltd.

1,073,500

26,499

Asics Corp.

3,914,000

24,523

Canon Marketing Japan, Inc.

2,296,500

38,417

Canon, Inc.

1,697,450

59,394

Daiwa Securities Group, Inc.

5,423,000

30,658

East Japan Railway Co.

10,753

76,514

Konica Minolta Holdings, Inc.

2,130,500

13,991

Matsushita Electric Industrial Co. Ltd.

4,011,000

64,589

Mitsubishi Corp.

3,196,500

53,577

Mitsubishi UFJ Financial Group, Inc.

16,855,700

105,919

Mitsui & Co. Ltd.

3,040,000

29,455

Nintendo Co. Ltd.

91,250

28,470

Nippon Building Fund, Inc.

2,590

24,886

Nippon Telegraph & Telephone Corp.

12,237

49,933

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Nomura Holdings, Inc.

9,963,700

$ 94,395

Promise Co. Ltd.

1,379,000

24,751

Rakuten, Inc. (d)

46,965

23,281

Ricoh Co. Ltd.

3,390,000

36,481

Seven & I Holdings Co. Ltd.

1,143,400

32,103

Sony Corp. sponsored ADR

465,300

10,814

Sony Financial Holdings, Inc.

6,285

20,440

Sumitomo Mitsui Financial Group, Inc.

16,438

65,894

Tokyo Electron Ltd.

691,700

23,063

Toyota Motor Corp.

2,939,300

114,777

TOTAL JAPAN

1,072,824

Korea (South) - 0.9%

LG Household & Health Care Ltd.

207,070

29,672

NHN Corp. (a)

346,842

37,026

TOTAL KOREA (SOUTH)

66,698

Luxembourg - 0.6%

Reinet Investments SCA (a)

29,552

308

Reinet Investments SCA (a)

186,332

3,618

SES SA (A Shares) FDR unit

2,399,068

41,107

TOTAL LUXEMBOURG

45,033

Malaysia - 0.1%

KNM Group Bhd

32,198,300

5,460

Mexico - 0.5%

America Movil SAB de CV Series L sponsored ADR

1,262,200

39,052

Netherlands - 1.5%

AMG Advanced Metallurgical Group NV (a)(d)

585,100

9,471

ASML Holding NV (Netherlands)

485,800

8,505

Gemalto NV (a)

331,217

9,280

Koninklijke KPN NV

6,660,700

93,804

TOTAL NETHERLANDS

121,060

Norway - 0.2%

Pronova BioPharma ASA

4,726,590

12,279

Papua New Guinea - 0.3%

Oil Search Ltd.

6,566,347

19,883

Russia - 0.4%

OAO Gazprom sponsored ADR

1,657,700

33,900

Singapore - 0.1%

Singapore Exchange Ltd.

2,172,000

7,775

Common Stocks - continued

Shares

Value (000s)

Spain - 3.9%

Banco Santander SA

3,311,500

$ 35,814

Grifols SA

3,624,108

72,123

Red Electrica Corporacion SA

628,000

27,526

Repsol YPF SA

1,089,200

20,712

Telefonica SA

8,021,700

148,521

TOTAL SPAIN

304,696

Sweden - 0.1%

Modern Times Group MTG AB (B Shares)

540,150

11,588

Switzerland - 12.5%

Actelion Ltd. (Reg.) (a)

1,419,010

74,947

BB BIOTECH AG

354,261

22,463

Credit Suisse Group (Reg.)

1,149,050

42,958

EFG International

1,978,630

42,586

Julius Baer Holding AG

488,128

19,087

Nestle SA (Reg.)

6,009,533

233,639

Novartis AG:

(Reg.)

1,609,626

81,684

sponsored ADR

994,500

50,710

Roche Holding AG (participation certificate)

1,115,576

170,565

SGS Societe Generale de Surveillance Holding SA (Reg.)

25,313

24,916

Sonova Holding AG

574,683

23,873

Syngenta AG (Switzerland)

426,660

79,740

Tecan Group AG

212,300

9,529

The Swatch Group AG (Bearer)

75,432

11,768

UBS AG (For. Reg.)

516,022

8,754

Zurich Financial Services AG (Reg.)

389,534

79,011

TOTAL SWITZERLAND

976,230

Thailand - 0.1%

Total Access Communication PCL unit

14,109,900

10,085

United Kingdom - 22.5%

AstraZeneca PLC (United Kingdom)

1,559,200

66,068

Autonomy Corp. PLC (a)

1,365,900

21,655

BAE Systems PLC

8,539,409

47,994

Barclays PLC

3,933,200

11,273

BG Group PLC

2,944,100

43,285

BG Group PLC sponsored ADR

207,400

15,534

BHP Billiton PLC

6,691,800

113,616

BP PLC

6,979,400

56,885

British American Tobacco PLC:

(United Kingdom)

3,175,400

87,088

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

British American Tobacco PLC: - continued

sponsored ADR

404,500

$ 21,989

Capita Group PLC

4,290,793

44,331

Compass Group PLC

4,055,000

18,854

Diageo PLC

1,514,500

23,109

GlaxoSmithKline PLC sponsored ADR

1,381,600

53,468

HSBC Holdings PLC:

(Hong Kong) (Reg.)

3,704,844

44,100

(United Kingdom) (Reg.)

12,259,500

145,186

Imperial Tobacco Group PLC

1,644,800

44,078

Informa PLC

7,983,600

27,045

Man Group PLC

10,947,800

63,199

Misys PLC

7,892,600

14,131

Prudential PLC

6,511,200

32,704

Reckitt Benckiser Group PLC

2,636,700

111,518

Rio Tinto PLC (Reg.)

1,712,500

79,985

Royal Bank of Scotland Group PLC

10,165,495

11,196

Royal Dutch Shell PLC Class B

7,883,059

213,697

Shire PLC

1,814,400

23,859

SSL International PLC

6,429,705

43,420

Standard Chartered PLC (United Kingdom)

990,000

16,360

Unilever PLC

3,552,700

79,805

Vodafone Group PLC

80,550,435

154,937

William Morrison Supermarkets PLC

6,595,100

28,078

TOTAL UNITED KINGDOM

1,758,447

United States of America - 1.2%

Macquarie Infrastructure Co. LLC

131,000

1,330

Philip Morris International, Inc.

1,529,600

66,492

Visa, Inc.

440,500

24,382

TOTAL UNITED STATES OF AMERICA

92,204

TOTAL COMMON STOCKS

(Cost $9,659,419)

7,076,515

Nonconvertible Preferred Stocks - 1.4%

 

 

 

 

Germany - 1.1%

Fresenius AG (non-vtg.)

1,371,100

88,425

Nonconvertible Preferred Stocks - continued

Shares

Value (000s)

Italy - 0.3%

Intesa Sanpaolo SpA

6,761,102

$ 20,068

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $135,122)

108,493

Government Obligations - 0.3%

 

Principal Amount (000s)

 

United States of America - 0.3%

U.S. Treasury Bills, yield at date of purchase 0.33% to 1.72% 12/4/08 to 1/29/09 (f)
(Cost $20,322)

$ 20,350

20,341

Money Market Funds - 8.5%

Shares

 

Fidelity Cash Central Fund, 1.81% (b)

645,326,349

645,326

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

20,061,695

20,062

TOTAL MONEY MARKET FUNDS

(Cost $665,388)

665,388

TOTAL INVESTMENT PORTFOLIO - 100.9%

(Cost $10,480,251)

7,870,737

NET OTHER ASSETS - (0.9)%

(73,080)

NET ASSETS - 100%

$ 7,797,657

Futures Contracts

Expiration Date

Underlying Face Amount at Value
(000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

1,759 CME Nikkei 225 Index Contracts (Japan)

Dec. 2008

$ 78,583

$ (28,790)

1,070 TOPIX 150 Index Contracts (Japan)

Dec. 2008

92,755

(36,491)

TOTAL EQUITY INDEX CONTRACTS

 

$ 171,338

$ (65,281)

 

The face value of futures purchased as a percentage of net assets - 2.2%

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $20,341,000.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 24,831

Fidelity Securities Lending Cash Central Fund

11,130

Total

$ 35,961

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliates
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Aisi Realty Public Ltd.

$ 8,752

$ -

$ -

$ -

$ 1,469

Renovo Group PLC

42,523

-

6,236

-

-

Total

$ 51,275

$ -

$ 6,236

$ -

$ 1,469

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $637,482,000 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2008

 

 

 

Assets

 

 

Investment in securities, at value (including securities loaned of $19,297) - See accompanying schedule:

Unaffiliated issuers (cost $9,808,248)

$ 7,203,880

 

Fidelity Central Funds (cost $665,388)

665,388

 

Other affiliated issuers (cost $6,615)

1,469

 

Total Investments (cost $10,480,251)

 

$ 7,870,737

Foreign currency held at value (cost $5,841)

5,690

Receivable for investments sold

66,423

Receivable for fund shares sold

14,159

Dividends receivable

25,197

Distributions receivable from Fidelity Central Funds

856

Other receivables

1,128

Total assets

7,984,190

 

 

 

Liabilities

Payable for investments purchased

$ 141,169

Payable for fund shares redeemed

9,351

Accrued management fee

5,296

Distribution fees payable

155

Payable for daily variation on futures contracts

7,529

Other affiliated payables

2,276

Other payables and accrued expenses

695

Collateral on securities loaned, at value

20,062

Total liabilities

186,533

 

 

 

Net Assets

$ 7,797,657

Net Assets consist of:

 

Paid in capital

$ 10,988,479

Undistributed net investment income

120,184

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(636,064)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(2,674,942)

Net Assets

$ 7,797,657

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($379,564 ÷ 16,031.5 shares)

$ 23.68

 

 

 

Maximum offering price per share (100/94.25 of $23.68)

$ 25.12

Class T:
Net Asset Value
and redemption price per share ($63,690 ÷ 2,711.8 shares)

$ 23.49

 

 

 

Maximum offering price per share (100/96.50 of $23.49)

$ 24.34

Class B:
Net Asset Value
and offering price per share ($14,961 ÷ 643.5 shares) A

$ 23.25

 

 

 

Class C:
Net Asset Value
and offering price per share ($36,410 ÷ 1,562.3 shares) A

$ 23.31

 

 

 

 

 

 

International Discovery:
Net Asset Value
, offering price and redemption price per share ($6,998,759 ÷ 293,060.0 shares)

$ 23.88

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($145,192 ÷ 6,074.3 shares)

$ 23.90

 

 

 

Institutional Class:
Net Asset Value, offering price and redemption price per share ($159,081 ÷ 6,654.3 shares)

$ 23.91

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 318,308

Interest

 

161

Income from Fidelity Central Funds

 

35,961

 

 

354,430

Less foreign taxes withheld

 

(27,021)

Total income

 

327,409

 

 

 

Expenses

Management fee
Basic fee

$ 90,977

Performance adjustment

13,226

Transfer agent fees

28,436

Distribution fees

2,431

Accounting and security lending fees

1,917

Custodian fees and expenses

2,341

Independent trustees' compensation

56

Registration fees

466

Audit

115

Legal

65

Miscellaneous

1,638

Total expenses before reductions

141,668

Expense reductions

(5,009)

136,659

Net investment income (loss)

190,750

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $366)

(569,251)

Other affiliated issuers

(20,894)

 

Foreign currency transactions

(36,433)

Futures contracts

(37,990)

Total net realized gain (loss)

 

(664,568)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $4,165)

(6,819,805)

Assets and liabilities in foreign currencies

(192)

Futures contracts

(68,439)

Total change in net unrealized appreciation (depreciation)

 

(6,888,436)

Net gain (loss)

(7,553,004)

Net increase (decrease) in net assets resulting from operations

$ (7,362,254)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 190,750

$ 144,458

Net realized gain (loss)

(664,568)

608,100

Change in net unrealized appreciation (depreciation)

(6,888,436)

2,677,967

Net increase (decrease) in net assets resulting
from operations

(7,362,254)

3,430,525

Distributions to shareholders from net investment income

(129,574)

(85,862)

Distributions to shareholders from net realized gain

(528,706)

(224,325)

Total distributions

(658,280)

(310,187)

Share transactions - net increase (decrease)

1,069,130

3,385,409

Redemption fees

709

502

Total increase (decrease) in net assets

(6,950,695)

6,506,249

 

 

 

Net Assets

Beginning of period

14,748,352

8,242,103

End of period (including undistributed net investment income of $120,184 and undistributed net investment income of $137,292, respectively)

$ 7,797,657

$ 14,748,352

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 47.34

$ 36.47

$ 30.57

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .46

  .44

  .42

  .28

Net realized and unrealized gain (loss)

  (22.08)

  11.76

  7.19

  2.88

Total from investment operations

  (21.62)

  12.20

  7.61

  3.16

Distributions from net investment income

  (.37)

  (.35)

  (.31)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (2.04)

  (1.33)

  (1.71)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.68

$ 47.34

$ 36.47

$ 30.57

Total Return B,C,D

  (47.65)%

  34.54%

  26.01%

  11.53%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.32%

  1.25%

  1.27%

  1.42% A

Expenses net of fee waivers, if any

  1.32%

  1.25%

  1.27%

  1.42% A

Expenses net of all reductions

  1.29%

  1.22%

  1.21%

  1.36% A

Net investment income (loss)

  1.27%

  1.08%

  1.22%

  1.15% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 380

$ 417

$ 140

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 47.06

$ 36.30

$ 30.49

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .33

  .29

  .27

  .20

Net realized and unrealized gain (loss)

  (21.94)

  11.71

  7.18

  2.88

Total from investment operations

  (21.61)

  12.00

  7.45

  3.08

Distributions from net investment income

  (.29)

  (.26)

  (.24)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.96)

  (1.24)

  (1.64)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.49

$ 47.06

$ 36.30

$ 30.49

Total Return B,C,D

  (47.84)%

  34.08%

  25.49%

  11.24%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.68%

  1.63%

  1.71%

  1.75% A

Expenses net of fee waivers, if any

  1.68%

  1.63%

  1.71%

  1.75% A

Expenses net of all reductions

  1.64%

  1.60%

  1.65%

  1.69% A

Net investment income (loss)

  .91%

  .70%

  .78%

  .83% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 64

$ 53

$ 10

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 46.70

$ 36.12

$ 30.36

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .15

  .08

  .08

  .08

Net realized and unrealized gain (loss)

  (21.77)

  11.64

  7.19

  2.87

Total from investment operations

  (21.62)

  11.72

  7.27

  2.95

Distributions from net investment income

  (.16)

  (.16)

  (.11)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.83)

  (1.14)

  (1.51)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.25

$ 46.70

$ 36.12

$ 30.36

Total Return B,C,D

  (48.11)%

  33.37%

  24.91%

  10.76%

Ratios to Average Net Assets F,I

 

 

 

 

Expenses before reductions

  2.19%

  2.14%

  2.27%

  2.24% A

Expenses net of fee waivers, if any

  2.19%

  2.14%

  2.25%

  2.24% A

Expenses net of all reductions

  2.15%

  2.10%

  2.19%

  2.18% A

Net investment income (loss)

  .40%

  .19%

  .24%

  .33% A

Supplemental Data

 

 

 

 

Net assets, end of period (in millions)

$ 15

$ 17

$ 4

$ 1

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 46.82

$ 36.19

$ 30.41

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .15

  .09

  .11

  .13

Net realized and unrealized gain (loss)

  (21.82)

  11.66

  7.19

  2.87

Total from investment operations

  (21.67)

  11.75

  7.30

  3.00

Distributions from net investment income

  (.17)

  (.14)

  (.12)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.84)

  (1.12)

  (1.52)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.31

$ 46.82

$ 36.19

$ 30.41

Total Return B,C,D

  (48.10)%

  33.38%

  24.97%

  10.94%

Ratios to Average Net Assets F,I

 

 

 

 

Expenses before reductions

  2.17%

  2.11%

  2.16%

  2.04% A

Expenses net of fee waivers, if any

  2.17%

  2.11%

  2.16%

  2.04% A

Expenses net of all reductions

  2.13%

  2.08%

  2.11%

  1.98% A

Net investment income (loss)

  .42%

  .22%

  .33%

  .53% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 36

$ 28

$ 6

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Discovery

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 47.68

$ 36.67

$ 30.65

$ 25.31

$ 21.87

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .57

  .53

  .48

  .37

  .22

Net realized and unrealized gain (loss)

  (22.29)

  11.84

  7.25

  5.24

  3.40

Total from investment operations

  (21.72)

  12.37

  7.73

  5.61

  3.62

Distributions from net investment income

  (.41)

  (.38)

  (.31)

  (.15)

  (.18)

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  (.12)

  -

Total distributions

  (2.08)

  (1.36)

  (1.71)

  (.27)

  (.18)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 23.88

$ 47.68

$ 36.67

$ 30.65

$ 25.31

Total Return A

  (47.55)%

  34.85%

  26.34%

  22.29%

  16.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.09%

  1.04%

  1.09%

  1.08%

  1.10%

Expenses net of fee waivers, if any

  1.09%

  1.04%

  1.08%

  1.07%

  1.10%

Expenses net of all reductions

  1.05%

  1.00%

  1.03%

  1.01%

  1.06%

Net investment income (loss)

  1.51%

  1.30%

  1.41%

  1.35%

  .92%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 6,999

$ 14,176

$ 8,054

$ 3,949

$ 2,193

Portfolio turnover rate D

  79%

  56%

  56%

  75%

  87%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 40.32

Income from Investment Operations

 

Net investment income (loss) D

  .10

Net realized and unrealized gain (loss)

  (16.52)

Total from investment operations

  (16.42)

Redemption fees added to paid in capital D,I

  -

Net asset value, end of period

$ 23.90

Total Return B,C

  (40.72)%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .93% A

Expenses net of fee waivers, if any

  .93% A

Expenses net of all reductions

  .89% A

Net investment income (loss)

  .83% A

Supplemental Data

 

Net assets, end of period (in millions)

$ 145

Portfolio turnover rate F

  79%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 47.73

$ 36.71

$ 30.68

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) D

  .53

  .55

  .51

  .38

Net realized and unrealized gain (loss)

  (22.24)

  11.85

  7.25

  2.89

Total from investment operations

  (21.71)

  12.40

  7.76

  3.27

Distributions from net investment income

  (.44)

  (.40)

  (.33)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (2.11)

  (1.38)

  (1.73)

  -

Redemption fees added to paid in capital D,I

  -

  -

  -

  -

Net asset value, end of period

$ 23.91

$ 47.73

$ 36.71

$ 30.68

Total Return B,C

  (47.51)%

  34.93%

  26.45%

  11.93%

Ratios to Average Net Assets E,H

 

 

 

 

Expenses before reductions

  1.05%

  .97%

  1.00%

  .97% A

Expenses net of fee waivers, if any

  1.05%

  .97%

  1.00%

  .97% A

Expenses net of all reductions

  1.01%

  .94%

  .95%

  .90% A

Net investment income (loss)

  1.54%

  1.36%

  1.49%

  1.60% A

Supplemental Data

 

 

 

 

Net assets, end of period (in millions)

$ 159

$ 58

$ 28

$ 10

Portfolio turnover rate F

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Discovery Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. On January 17, 2008, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class K shares on May 9, 2008. The Fund offers Class A, Class T, Class B, Class C, International Discovery, Class K and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make

Annual Report

3. Significant Accounting Policies - continued

certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE) normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to futures transactions, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 370,565

Unrealized depreciation

(3,044,089)

Net unrealized appreciation (depreciation)

(2,673,524)

Undistributed ordinary income

93,213

Capital loss carryforward

(637,482)

 

 

Cost for federal income tax purposes

$ 10,544,261

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 164,399

$ 145,377

Long-term Capital Gains

493,881

164,810

Total

$ 658,280

$ 310,187

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncements. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for reporting periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures to provide information about the reasons the Fund invests in derivative instruments, the accounting treatment and the effect derivatives have on financial performance.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock markets. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of

Annual Report

4. Operating Policies - continued

Futures Contracts - continued

the underlying instruments or if the counterparties do not perform under the contract's terms.

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $10,031,748 and $9,562,944, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Discovery as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .81% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 1,335

$ 160

Class T

.25%

.25%

393

3

Class B

.75%

.25%

224

168

Class C

.75%

.25%

479

189

 

 

 

$ 2,431

$ 520

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 284

Class T

46

Class B*

36

Class C*

14

 

$ 380

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC) also an affiliate of FMR was the sub-transfer for International Discovery shares. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,109

.21

Class T

248

.31

Class B

73

.32

Class C

146

.30

International Discovery

26,685

.22

Class K

8

.05*

Institutional Class

167

.18

 

$ 28,436

 

* Annualized

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $26 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $11,130.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,760 for the period. In addition, through arrangements with each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Discovery

$ 248

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $5, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

Annual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 3,599

$ 1,387

Class T

387

80

Class B

67

21

Class C

123

24

International Discovery

124,823

84,038

Institutional Class

575

312

Total

$ 129,574

$ 85,862

From net realized gain

 

 

Class A

$ 16,423

$ 3,929

Class T

2,244

302

Class B

719

130

Class C

1,185

170

International Discovery

505,958

219,032

Institutional Class

2,177

762

Total

$ 528,706

$ 224,325

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Class A

 

 

 

 

Shares sold

13,337

5,675

$ 505,827

$ 234,633

Reinvestment of distributions

252

63

11,025

2,271

Shares redeemed

(6,361)

(770)

(213,706)

(31,203)

Net increase (decrease)

7,228

4,968

$ 303,146

$ 205,701

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions - continued

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Class T

 

 

 

 

Shares sold

2,322

1,031

$ 87,236

$ 42,252

Reinvestment of distributions

59

10

2,571

371

Shares redeemed

(800)

(187)

(27,654)

(7,614)

Net increase (decrease)

1,581

854

$ 62,153

$ 35,009

Class B

 

 

 

 

Shares sold

487

293

$ 18,856

$ 11,952

Reinvestment of distributions

17

4

721

136

Shares redeemed

(228)

(53)

(7,554)

(2,096)

Net increase (decrease)

276

244

$ 12,023

$ 9,992

Class C

 

 

 

 

Shares sold

1,350

481

$ 51,762

$ 19,749

Reinvestment of distributions

25

4

1,076

139

Shares redeemed

(405)

(55)

(13,335)

(2,234)

Net increase (decrease)

970

430

$ 39,503

$ 17,654

International Discovery

 

 

 

 

Shares sold

98,885

133,089

$ 3,784,869

$ 5,367,776

Conversion to Class K

(6,197)

-

(182,264)

-

Reinvestment of distributions

13,646

7,929

600,976

289,550

Shares redeemed

(110,609)

(63,328)

(3,914,448)

(2,558,324)

Net increase (decrease)

(4,275)

77,690

$ 289,133

$ 3,099,002

Class K

 

 

 

 

Shares sold

215

-

$ 6,017

$ -

Conversion from International Discovery

6,197

-

182,264

-

Reinvestment of distributions

-

-

-

-

Shares redeemed

(338)

-

(8,716)

-

Net increase (decrease)

6,074

-

$ 179,565

$ -

Annual Report

12. Share Transactions - continued

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Institutional Class

 

 

 

 

Shares sold

7,551

538

$ 243,799

$ 22,351

Reinvestment of distributions

42

19

1,852

700

Shares redeemed

(2,148)

(120)

(62,044)

(5,000)

Net increase (decrease)

5,445

437

$ 183,607

$ 18,051

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Discovery Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Discovery Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Discovery Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

Class A designates 95%; Class T designates 100%; Class B designates 100%; and Class C designates 100% of dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/10/07

$0.385

$0.0646

Class T

12/10/07

$0.330

$0.0646

Class B

12/10/07

$0.235

$0.0646

Class C

12/10/07

$0.248

$0.0646

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

1,337,480,153.27

21.306

Against

4,280,655,741.12

68.193

Abstain

268,134,649.82

4.271

Broker
Non-Votes

391,079,068.84

6.230

TOTAL

6,277,349,613.05

100.000

A Denotes trust-wide proposal and voting results.

Semiannual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Discovery Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, as available, the cumulative total returns of Fidelity International Discovery (retail class) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Fidelity International Discovery (retail class) and Class B show the performance of the highest and lowest performing classes, respectively. (The fund did not offer Class K as of December 31, 2007.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund


fid1129

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity International Discovery (retail class) of the fund was in the first quartile for all the periods shown. The Board also stated that the investment performance of Fidelity International Discovery (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG% of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

fid1131

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Discovery (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Advisors (U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AID-UANN-1208
1.806656.103

fid959

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Discovery
Fund - Institutional Class

Annual Report

October 31, 2008

Institutional Class is
a class of Fidelity®
International Discovery Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the fund's most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Past 10 years

Institutional Class A, B

-47.51%

5.04%

6.02%

A The initial offering of Institutional Class shares took place on January 6, 2005. Returns prior to January 6, 2005 are those of International Discovery, the original class of the fund.

B Prior to October 1, 2004, the fund operated under certain different investment policies. Accordingly, the fund's historical performance may not represent its current investment policies.

$10,000 Over 10 Years

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Discovery Fund - Institutional Class, a class of the fund, on October 31, 1998. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Index (Europe, Australasia, Far East) performed over the same period. The initial offering of Institutional Class took place on January 6, 2005. See above for additional information regarding the performance of Institutional Class.


fid1147

Annual Report

Management's Discussion of Fund Performance

Comments from William Kennedy, Portfolio Manager of Fidelity Advisor International Discovery Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%.In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the 12 months ending October 31, 2008, the fund's Institutional Class shares returned -47.51%, which was just shy of the MSCI EAFE's return. Stock selection in Japan, where the yen was strong, detracted from performance. Stock selection in the energy, utilities and industrials sectors was also disappointing, as were currency impacts on our emerging markets holdings. The fund lost ground from not owning index component Volkswagen, the German car company, as a competitor bought shares that drove the stock price up. Other detractors included Babcock & Brown, an Australian infrastructure development company hurt by the credit crunch. It was no longer held at period end. An underweighting in BP, a British integrated oil company that held up well as energy prices declined, further undermined returns. On the upside, the fund benefited from a small cash position as well as country and sector weightings, including underweightings in financials and materials and an overweighting in health care. Top contributors included CSL, an Australian company with steady growth from its blood plasma and biotechnology businesses. Not owning Fortis, a Belgian diversified financials company in the index, also helped, as the company ran into funding difficulties.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on redemptions of shares purchased prior to October 12, 1990, and redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The actual expense Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008) for the Class A, Class T, Class B, Class C, International Discovery and Institutional Class and for the entire period (May 9, 2008 to October 31, 2008) for Class K. The hypothetical expense Example is based on an investment of $1,000 invested for the one half year period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period

Class A

1.33%

 

 

 

Actual

 

$ 1,000.00

$ 594.40

$ 5.33 B

Hypothetical A

 

$ 1,000.00

$ 1,018.45

$ 6.75 C

Class T

1.68%

 

 

 

Actual

 

$ 1,000.00

$ 593.30

$ 6.73 B

Hypothetical A

 

$ 1,000.00

$ 1,016.69

$ 8.52 C

Class B

2.19%

 

 

 

Actual

 

$ 1,000.00

$ 591.80

$ 8.76 B

Hypothetical A

 

$ 1,000.00

$ 1,014.13

$ 11.09 C

Class C

2.18%

 

 

 

Actual

 

$ 1,000.00

$ 591.90

$ 8.72 B

Hypothetical A

 

$ 1,000.00

$ 1,014.18

$ 11.04 C

International Discovery

1.08%

 

 

 

Actual

 

$ 1,000.00

$ 594.90

$ 4.33 B

Hypothetical A

 

$ 1,000.00

$ 1,019.71

$ 5.48 C

Class K

.93%

 

 

 

Actual

 

$ 1,000.00

$ 592.80

$ 3.56 B

Hypothetical A

 

$ 1,000.00

$ 1,020.46

$ 4.72 C

Institutional Class

1.06%

 

 

 

Actual

 

$ 1,000.00

$ 595.20

$ 4.25 B

Hypothetical A

 

$ 1,000.00

$ 1,019.81

$ 5.38 C

A 5% return per year before expenses

B Actual expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period) for Class A, Class T, Class B, Class C, International Discovery and Institutional Class and multiplied by 176/366 (to reflect the period May 9, 2008 to October 31, 2008) for Class K.

C Hypothetical expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

United Kingdom 22.5%

fid910

Japan 16.0%

fid912

Switzerland 12.5%

fid914

Germany 12.1%

fid916

United States of America 6.9%

fid1003

France 5.7%

fid918

Australia 5.0%

fid920

Spain 3.9%

fid922

Italy 2.0%

fid926

Other 13.4%

fid1159

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

United Kingdom 17.5%

fid910

Japan 15.4%

fid912

Germany 12.6%

fid914

Switzerland 8.0%

fid916

France 6.7%

fid1003

Australia 5.4%

fid918

United States of America 4.2%

fid920

Spain 3.8%

fid922

Canada 3.0%

fid926

Other 23.4%

fid1171

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Equity Futures

94.3

96.3

Short-Term Investments and Net Other Assets

5.7

3.7

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Reg.) (Switzerland, Food Products)

3.0

1.8

Royal Dutch Shell PLC Class B (United Kingdom, Oil, Gas & Consumable Fuels)

2.7

2.0

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

2.2

0.9

E.ON AG (Germany, Electric Utilities)

2.2

2.0

CSL Ltd. (Australia, Biotechnology)

2.1

1.7

Vodafone Group PLC (United Kingdom, Wireless Telecommunication Services)

2.0

1.6

Telefonica SA (Spain, Diversified Telecommunication Services)

1.9

1.6

HSBC Holdings PLC (United Kingdom) (Reg.) (United Kingdom, Commercial Banks)

1.9

0.7

Toyota Motor Corp. (Japan, Automobiles)

1.5

1.0

BHP Billiton PLC (United Kingdom, Metals & Mining)

1.5

1.2

 

21.0

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

19.8

20.2

Health Care

15.8

9.2

Consumer Staples

10.8

8.6

Telecommunication Services

7.7

6.9

Energy

7.5

9.4

Information Technology

7.3

9.1

Consumer Discretionary

6.7

7.2

Industrials

5.9

9.9

Utilities

5.5

6.0

Materials

5.1

8.4

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 90.7%

Shares

Value (000s)

Australia - 5.0%

ABB Grain Ltd.

1,694,386

$ 9,253

Commonwealth Bank of Australia

1,505,851

41,142

Computershare Ltd.

7,275,075

41,108

CSL Ltd.

6,733,245

163,665

National Australia Bank Ltd.

2,188,189

35,487

QBE Insurance Group Ltd.

2,204,978

37,599

Westpac Banking Corp.

240,907

3,304

Woolworths Ltd.

3,270,417

60,934

TOTAL AUSTRALIA

392,492

Belgium - 0.1%

Hansen Transmission International NV

6,191,000

10,384

Brazil - 0.4%

BM&F BOVESPA SA

3,185,693

8,464

Vivo Participacoes SA sponsored ADR

2,046,100

22,384

TOTAL BRAZIL

30,848

Canada - 1.6%

Canadian Natural Resources Ltd.

585,000

29,507

Niko Resources Ltd.

498,400

21,824

Open Text Corp. (a)(d)

1,858,400

47,100

Petrobank Energy & Resources Ltd. (a)

813,500

15,517

Talisman Energy, Inc.

1,185,900

11,713

Timminco Ltd. (a)

484,400

2,732

TOTAL CANADA

128,393

Cayman Islands - 0.2%

China Dongxiang Group Co. Ltd.

49,139,000

14,456

China - 0.3%

ZTE Corp. (H Shares)

9,367,280

21,181

Cyprus - 0.0%

Aisi Realty Public Ltd. (a)(e)

10,023,000

1,469

Czech Republic - 0.4%

Ceske Energeticke Zavody AS

726,800

31,451

Denmark - 1.1%

Novo Nordisk AS Series B

1,562,200

83,738

Finland - 0.9%

Nokia Corp. sponsored ADR (d)

4,627,100

70,239

France - 5.7%

Alstom SA

1,018,312

50,471

AXA SA

1,784,766

34,096

Common Stocks - continued

Shares

Value (000s)

France - continued

BNP Paribas SA

1,261,039

$ 91,049

Cap Gemini SA

684,300

22,048

CNP Assurances

218,000

17,566

Eutelsat Communications

2,321,754

49,832

GDF Suez

1,614,778

72,180

L'Air Liquide SA

497,774

42,955

LVMH Moet Hennessy - Louis Vuitton

272,400

18,127

Orpea (a)(d)

560,828

18,246

Sechilienne-Sidec

182,432

7,005

Societe Generale Series A

441,320

24,054

TOTAL FRANCE

447,629

Germany - 11.0%

Allianz AG (Reg.)

748,030

55,980

Bayer AG

551,600

30,707

Bayer AG sponsored ADR

237,840

13,131

Beiersdorf AG

90,350

4,790

Daimler AG (Reg.)

340,400

11,771

Deutsche Bank AG

507,100

19,256

Deutsche Boerse AG

267,325

21,375

Deutsche Telekom AG (Reg.)

4,103,000

61,284

E.ON AG

4,453,900

170,392

Fresenius Medical Care AG

808,400

36,766

GEA Group AG

1,773,100

25,912

Gerresheimer AG

1,207,200

42,322

Linde AG

550,793

46,257

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

786,000

104,322

Q-Cells AG (a)(d)

365,515

14,379

RWE AG

1,232,900

103,032

Siemens AG (Reg.)

645,600

38,688

SolarWorld AG (d)

804,033

20,264

Symrise AG

1,793,000

22,271

Wincor Nixdorf AG

256,500

11,222

TOTAL GERMANY

854,121

Greece - 0.3%

Public Power Corp. of Greece

1,609,345

19,900

Hong Kong - 1.1%

Cheung Kong Holdings Ltd.

3,875,000

37,206

China Unicom (Hong Kong) Ltd.

13,364,000

19,080

Hang Seng Bank Ltd.

2,361,100

29,460

TOTAL HONG KONG

85,746

Common Stocks - continued

Shares

Value (000s)

India - 0.8%

Infosys Technologies Ltd.

718,452

$ 20,942

Reliance Industries Ltd.

409,023

11,627

Satyam Computer Services Ltd.

3,263,566

20,633

Titan Industries Ltd.

390,000

8,175

TOTAL INDIA

61,377

Indonesia - 0.2%

PT Bumi Resources Tbk

47,032,000

6,158

PT Indosat Tbk

24,300,500

11,764

TOTAL INDONESIA

17,922

Ireland - 0.3%

Paddy Power PLC (Ireland)

1,445,597

24,647

Israel - 0.9%

Nice Systems Ltd. sponsored ADR (a)

918,700

20,542

Teva Pharmaceutical Industries Ltd. sponsored ADR

1,085,700

46,555

TOTAL ISRAEL

67,097

Italy - 1.7%

ENI SpA

3,210,300

76,624

Fiat SpA

3,091,100

24,567

Finmeccanica SpA

788,864

9,651

Finmeccanica SpA rights 11/7/08 (a)

1,232,600

524

Prysmian SpA

1,016,400

12,330

UniCredit SpA

5,114,800

12,515

TOTAL ITALY

136,211

Japan - 13.8%

Aeon Mall Co. Ltd.

1,073,500

26,499

Asics Corp.

3,914,000

24,523

Canon Marketing Japan, Inc.

2,296,500

38,417

Canon, Inc.

1,697,450

59,394

Daiwa Securities Group, Inc.

5,423,000

30,658

East Japan Railway Co.

10,753

76,514

Konica Minolta Holdings, Inc.

2,130,500

13,991

Matsushita Electric Industrial Co. Ltd.

4,011,000

64,589

Mitsubishi Corp.

3,196,500

53,577

Mitsubishi UFJ Financial Group, Inc.

16,855,700

105,919

Mitsui & Co. Ltd.

3,040,000

29,455

Nintendo Co. Ltd.

91,250

28,470

Nippon Building Fund, Inc.

2,590

24,886

Nippon Telegraph & Telephone Corp.

12,237

49,933

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Nomura Holdings, Inc.

9,963,700

$ 94,395

Promise Co. Ltd.

1,379,000

24,751

Rakuten, Inc. (d)

46,965

23,281

Ricoh Co. Ltd.

3,390,000

36,481

Seven & I Holdings Co. Ltd.

1,143,400

32,103

Sony Corp. sponsored ADR

465,300

10,814

Sony Financial Holdings, Inc.

6,285

20,440

Sumitomo Mitsui Financial Group, Inc.

16,438

65,894

Tokyo Electron Ltd.

691,700

23,063

Toyota Motor Corp.

2,939,300

114,777

TOTAL JAPAN

1,072,824

Korea (South) - 0.9%

LG Household & Health Care Ltd.

207,070

29,672

NHN Corp. (a)

346,842

37,026

TOTAL KOREA (SOUTH)

66,698

Luxembourg - 0.6%

Reinet Investments SCA (a)

29,552

308

Reinet Investments SCA (a)

186,332

3,618

SES SA (A Shares) FDR unit

2,399,068

41,107

TOTAL LUXEMBOURG

45,033

Malaysia - 0.1%

KNM Group Bhd

32,198,300

5,460

Mexico - 0.5%

America Movil SAB de CV Series L sponsored ADR

1,262,200

39,052

Netherlands - 1.5%

AMG Advanced Metallurgical Group NV (a)(d)

585,100

9,471

ASML Holding NV (Netherlands)

485,800

8,505

Gemalto NV (a)

331,217

9,280

Koninklijke KPN NV

6,660,700

93,804

TOTAL NETHERLANDS

121,060

Norway - 0.2%

Pronova BioPharma ASA

4,726,590

12,279

Papua New Guinea - 0.3%

Oil Search Ltd.

6,566,347

19,883

Russia - 0.4%

OAO Gazprom sponsored ADR

1,657,700

33,900

Singapore - 0.1%

Singapore Exchange Ltd.

2,172,000

7,775

Common Stocks - continued

Shares

Value (000s)

Spain - 3.9%

Banco Santander SA

3,311,500

$ 35,814

Grifols SA

3,624,108

72,123

Red Electrica Corporacion SA

628,000

27,526

Repsol YPF SA

1,089,200

20,712

Telefonica SA

8,021,700

148,521

TOTAL SPAIN

304,696

Sweden - 0.1%

Modern Times Group MTG AB (B Shares)

540,150

11,588

Switzerland - 12.5%

Actelion Ltd. (Reg.) (a)

1,419,010

74,947

BB BIOTECH AG

354,261

22,463

Credit Suisse Group (Reg.)

1,149,050

42,958

EFG International

1,978,630

42,586

Julius Baer Holding AG

488,128

19,087

Nestle SA (Reg.)

6,009,533

233,639

Novartis AG:

(Reg.)

1,609,626

81,684

sponsored ADR

994,500

50,710

Roche Holding AG (participation certificate)

1,115,576

170,565

SGS Societe Generale de Surveillance Holding SA (Reg.)

25,313

24,916

Sonova Holding AG

574,683

23,873

Syngenta AG (Switzerland)

426,660

79,740

Tecan Group AG

212,300

9,529

The Swatch Group AG (Bearer)

75,432

11,768

UBS AG (For. Reg.)

516,022

8,754

Zurich Financial Services AG (Reg.)

389,534

79,011

TOTAL SWITZERLAND

976,230

Thailand - 0.1%

Total Access Communication PCL unit

14,109,900

10,085

United Kingdom - 22.5%

AstraZeneca PLC (United Kingdom)

1,559,200

66,068

Autonomy Corp. PLC (a)

1,365,900

21,655

BAE Systems PLC

8,539,409

47,994

Barclays PLC

3,933,200

11,273

BG Group PLC

2,944,100

43,285

BG Group PLC sponsored ADR

207,400

15,534

BHP Billiton PLC

6,691,800

113,616

BP PLC

6,979,400

56,885

British American Tobacco PLC:

(United Kingdom)

3,175,400

87,088

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

British American Tobacco PLC: - continued

sponsored ADR

404,500

$ 21,989

Capita Group PLC

4,290,793

44,331

Compass Group PLC

4,055,000

18,854

Diageo PLC

1,514,500

23,109

GlaxoSmithKline PLC sponsored ADR

1,381,600

53,468

HSBC Holdings PLC:

(Hong Kong) (Reg.)

3,704,844

44,100

(United Kingdom) (Reg.)

12,259,500

145,186

Imperial Tobacco Group PLC

1,644,800

44,078

Informa PLC

7,983,600

27,045

Man Group PLC

10,947,800

63,199

Misys PLC

7,892,600

14,131

Prudential PLC

6,511,200

32,704

Reckitt Benckiser Group PLC

2,636,700

111,518

Rio Tinto PLC (Reg.)

1,712,500

79,985

Royal Bank of Scotland Group PLC

10,165,495

11,196

Royal Dutch Shell PLC Class B

7,883,059

213,697

Shire PLC

1,814,400

23,859

SSL International PLC

6,429,705

43,420

Standard Chartered PLC (United Kingdom)

990,000

16,360

Unilever PLC

3,552,700

79,805

Vodafone Group PLC

80,550,435

154,937

William Morrison Supermarkets PLC

6,595,100

28,078

TOTAL UNITED KINGDOM

1,758,447

United States of America - 1.2%

Macquarie Infrastructure Co. LLC

131,000

1,330

Philip Morris International, Inc.

1,529,600

66,492

Visa, Inc.

440,500

24,382

TOTAL UNITED STATES OF AMERICA

92,204

TOTAL COMMON STOCKS

(Cost $9,659,419)

7,076,515

Nonconvertible Preferred Stocks - 1.4%

 

 

 

 

Germany - 1.1%

Fresenius AG (non-vtg.)

1,371,100

88,425

Nonconvertible Preferred Stocks - continued

Shares

Value (000s)

Italy - 0.3%

Intesa Sanpaolo SpA

6,761,102

$ 20,068

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $135,122)

108,493

Government Obligations - 0.3%

 

Principal Amount (000s)

 

United States of America - 0.3%

U.S. Treasury Bills, yield at date of purchase 0.33% to 1.72% 12/4/08 to 1/29/09 (f)
(Cost $20,322)

$ 20,350

20,341

Money Market Funds - 8.5%

Shares

 

Fidelity Cash Central Fund, 1.81% (b)

645,326,349

645,326

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

20,061,695

20,062

TOTAL MONEY MARKET FUNDS

(Cost $665,388)

665,388

TOTAL INVESTMENT PORTFOLIO - 100.9%

(Cost $10,480,251)

7,870,737

NET OTHER ASSETS - (0.9)%

(73,080)

NET ASSETS - 100%

$ 7,797,657

Futures Contracts

Expiration Date

Underlying Face Amount at Value
(000s)

Unrealized Appreciation/
(Depreciation) (000s)

Purchased

Equity Index Contracts

1,759 CME Nikkei 225 Index Contracts (Japan)

Dec. 2008

$ 78,583

$ (28,790)

1,070 TOPIX 150 Index Contracts (Japan)

Dec. 2008

92,755

(36,491)

TOTAL EQUITY INDEX CONTRACTS

 

$ 171,338

$ (65,281)

 

The face value of futures purchased as a percentage of net assets - 2.2%

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security or a portion of the security was pledged to cover margin requirements for futures contracts. At the period end, the value of securities pledged amounted to $20,341,000.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 24,831

Fidelity Securities Lending Cash Central Fund

11,130

Total

$ 35,961

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliates
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Aisi Realty Public Ltd.

$ 8,752

$ -

$ -

$ -

$ 1,469

Renovo Group PLC

42,523

-

6,236

-

-

Total

$ 51,275

$ -

$ 6,236

$ -

$ 1,469

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $637,482,000 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2008

 

 

 

Assets

 

 

Investment in securities, at value (including securities loaned of $19,297) - See accompanying schedule:

Unaffiliated issuers (cost $9,808,248)

$ 7,203,880

 

Fidelity Central Funds (cost $665,388)

665,388

 

Other affiliated issuers (cost $6,615)

1,469

 

Total Investments (cost $10,480,251)

 

$ 7,870,737

Foreign currency held at value (cost $5,841)

5,690

Receivable for investments sold

66,423

Receivable for fund shares sold

14,159

Dividends receivable

25,197

Distributions receivable from Fidelity Central Funds

856

Other receivables

1,128

Total assets

7,984,190

 

 

 

Liabilities

Payable for investments purchased

$ 141,169

Payable for fund shares redeemed

9,351

Accrued management fee

5,296

Distribution fees payable

155

Payable for daily variation on futures contracts

7,529

Other affiliated payables

2,276

Other payables and accrued expenses

695

Collateral on securities loaned, at value

20,062

Total liabilities

186,533

 

 

 

Net Assets

$ 7,797,657

Net Assets consist of:

 

Paid in capital

$ 10,988,479

Undistributed net investment income

120,184

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(636,064)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(2,674,942)

Net Assets

$ 7,797,657

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($379,564 ÷ 16,031.5 shares)

$ 23.68

 

 

 

Maximum offering price per share (100/94.25 of $23.68)

$ 25.12

Class T:
Net Asset Value
and redemption price per share ($63,690 ÷ 2,711.8 shares)

$ 23.49

 

 

 

Maximum offering price per share (100/96.50 of $23.49)

$ 24.34

Class B:
Net Asset Value
and offering price per share ($14,961 ÷ 643.5 shares) A

$ 23.25

 

 

 

Class C:
Net Asset Value
and offering price per share ($36,410 ÷ 1,562.3 shares) A

$ 23.31

 

 

 

 

 

 

International Discovery:
Net Asset Value
, offering price and redemption price per share ($6,998,759 ÷ 293,060.0 shares)

$ 23.88

 

 

 

Class K:
Net Asset Value
, offering price and redemption price per share ($145,192 ÷ 6,074.3 shares)

$ 23.90

 

 

 

Institutional Class:
Net Asset Value, offering price and redemption price per share ($159,081 ÷ 6,654.3 shares)

$ 23.91

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 318,308

Interest

 

161

Income from Fidelity Central Funds

 

35,961

 

 

354,430

Less foreign taxes withheld

 

(27,021)

Total income

 

327,409

 

 

 

Expenses

Management fee
Basic fee

$ 90,977

Performance adjustment

13,226

Transfer agent fees

28,436

Distribution fees

2,431

Accounting and security lending fees

1,917

Custodian fees and expenses

2,341

Independent trustees' compensation

56

Registration fees

466

Audit

115

Legal

65

Miscellaneous

1,638

Total expenses before reductions

141,668

Expense reductions

(5,009)

136,659

Net investment income (loss)

190,750

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $366)

(569,251)

Other affiliated issuers

(20,894)

 

Foreign currency transactions

(36,433)

Futures contracts

(37,990)

Total net realized gain (loss)

 

(664,568)

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $4,165)

(6,819,805)

Assets and liabilities in foreign currencies

(192)

Futures contracts

(68,439)

Total change in net unrealized appreciation (depreciation)

 

(6,888,436)

Net gain (loss)

(7,553,004)

Net increase (decrease) in net assets resulting from operations

$ (7,362,254)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 190,750

$ 144,458

Net realized gain (loss)

(664,568)

608,100

Change in net unrealized appreciation (depreciation)

(6,888,436)

2,677,967

Net increase (decrease) in net assets resulting
from operations

(7,362,254)

3,430,525

Distributions to shareholders from net investment income

(129,574)

(85,862)

Distributions to shareholders from net realized gain

(528,706)

(224,325)

Total distributions

(658,280)

(310,187)

Share transactions - net increase (decrease)

1,069,130

3,385,409

Redemption fees

709

502

Total increase (decrease) in net assets

(6,950,695)

6,506,249

 

 

 

Net Assets

Beginning of period

14,748,352

8,242,103

End of period (including undistributed net investment income of $120,184 and undistributed net investment income of $137,292, respectively)

$ 7,797,657

$ 14,748,352

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 47.34

$ 36.47

$ 30.57

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .46

  .44

  .42

  .28

Net realized and unrealized gain (loss)

  (22.08)

  11.76

  7.19

  2.88

Total from investment operations

  (21.62)

  12.20

  7.61

  3.16

Distributions from net investment income

  (.37)

  (.35)

  (.31)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (2.04)

  (1.33)

  (1.71)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.68

$ 47.34

$ 36.47

$ 30.57

Total Return B,C,D

  (47.65)%

  34.54%

  26.01%

  11.53%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.32%

  1.25%

  1.27%

  1.42% A

Expenses net of fee waivers, if any

  1.32%

  1.25%

  1.27%

  1.42% A

Expenses net of all reductions

  1.29%

  1.22%

  1.21%

  1.36% A

Net investment income (loss)

  1.27%

  1.08%

  1.22%

  1.15% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 380

$ 417

$ 140

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 47.06

$ 36.30

$ 30.49

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .33

  .29

  .27

  .20

Net realized and unrealized gain (loss)

  (21.94)

  11.71

  7.18

  2.88

Total from investment operations

  (21.61)

  12.00

  7.45

  3.08

Distributions from net investment income

  (.29)

  (.26)

  (.24)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.96)

  (1.24)

  (1.64)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.49

$ 47.06

$ 36.30

$ 30.49

Total Return B,C,D

  (47.84)%

  34.08%

  25.49%

  11.24%

Ratios to Average Net Assets F,I

 

 

 

Expenses before reductions

  1.68%

  1.63%

  1.71%

  1.75% A

Expenses net of fee waivers, if any

  1.68%

  1.63%

  1.71%

  1.75% A

Expenses net of all reductions

  1.64%

  1.60%

  1.65%

  1.69% A

Net investment income (loss)

  .91%

  .70%

  .78%

  .83% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 64

$ 53

$ 10

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 46.70

$ 36.12

$ 30.36

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .15

  .08

  .08

  .08

Net realized and unrealized gain (loss)

  (21.77)

  11.64

  7.19

  2.87

Total from investment operations

  (21.62)

  11.72

  7.27

  2.95

Distributions from net investment income

  (.16)

  (.16)

  (.11)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.83)

  (1.14)

  (1.51)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.25

$ 46.70

$ 36.12

$ 30.36

Total Return B,C,D

  (48.11)%

  33.37%

  24.91%

  10.76%

Ratios to Average Net Assets F,I

 

 

 

 

Expenses before reductions

  2.19%

  2.14%

  2.27%

  2.24% A

Expenses net of fee waivers, if any

  2.19%

  2.14%

  2.25%

  2.24% A

Expenses net of all reductions

  2.15%

  2.10%

  2.19%

  2.18% A

Net investment income (loss)

  .40%

  .19%

  .24%

  .33% A

Supplemental Data

 

 

 

 

Net assets, end of period (in millions)

$ 15

$ 17

$ 4

$ 1

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 46.82

$ 36.19

$ 30.41

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) E

  .15

  .09

  .11

  .13

Net realized and unrealized gain (loss)

  (21.82)

  11.66

  7.19

  2.87

Total from investment operations

  (21.67)

  11.75

  7.30

  3.00

Distributions from net investment income

  (.17)

  (.14)

  (.12)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (1.84)

  (1.12)

  (1.52)

  -

Redemption fees added to paid in capital E,J

  -

  -

  -

  -

Net asset value, end of period

$ 23.31

$ 46.82

$ 36.19

$ 30.41

Total Return B,C,D

  (48.10)%

  33.38%

  24.97%

  10.94%

Ratios to Average Net Assets F,I

 

 

 

 

Expenses before reductions

  2.17%

  2.11%

  2.16%

  2.04% A

Expenses net of fee waivers, if any

  2.17%

  2.11%

  2.16%

  2.04% A

Expenses net of all reductions

  2.13%

  2.08%

  2.11%

  1.98% A

Net investment income (loss)

  .42%

  .22%

  .33%

  .53% A

Supplemental Data

 

 

 

Net assets, end of period (in millions)

$ 36

$ 28

$ 6

$ 2

Portfolio turnover rate G

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Discovery

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 47.68

$ 36.67

$ 30.65

$ 25.31

$ 21.87

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .57

  .53

  .48

  .37

  .22

Net realized and unrealized gain (loss)

  (22.29)

  11.84

  7.25

  5.24

  3.40

Total from investment operations

  (21.72)

  12.37

  7.73

  5.61

  3.62

Distributions from net investment income

  (.41)

  (.38)

  (.31)

  (.15)

  (.18)

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  (.12)

  -

Total distributions

  (2.08)

  (1.36)

  (1.71)

  (.27)

  (.18)

Redemption fees added to paid in capital B,F

  -

  -

  -

  -

  -

Net asset value, end of period

$ 23.88

$ 47.68

$ 36.67

$ 30.65

$ 25.31

Total Return A

  (47.55)%

  34.85%

  26.34%

  22.29%

  16.65%

Ratios to Average Net Assets C,E

 

 

 

 

 

Expenses before reductions

  1.09%

  1.04%

  1.09%

  1.08%

  1.10%

Expenses net of fee waivers, if any

  1.09%

  1.04%

  1.08%

  1.07%

  1.10%

Expenses net of all reductions

  1.05%

  1.00%

  1.03%

  1.01%

  1.06%

Net investment income (loss)

  1.51%

  1.30%

  1.41%

  1.35%

  .92%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 6,999

$ 14,176

$ 8,054

$ 3,949

$ 2,193

Portfolio turnover rate D

  79%

  56%

  56%

  75%

  87%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class K

Year ended October 31,
2008 G

Selected Per-Share Data

 

Net asset value, beginning of period

$ 40.32

Income from Investment Operations

 

Net investment income (loss) D

  .10

Net realized and unrealized gain (loss)

  (16.52)

Total from investment operations

  (16.42)

Redemption fees added to paid in capital D,I

  -

Net asset value, end of period

$ 23.90

Total Return B,C

  (40.72)%

Ratios to Average Net Assets E,H

 

Expenses before reductions

  .93% A

Expenses net of fee waivers, if any

  .93% A

Expenses net of all reductions

  .89% A

Net investment income (loss)

  .83% A

Supplemental Data

 

Net assets, end of period (in millions)

$ 145

Portfolio turnover rate F

  79%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 47.73

$ 36.71

$ 30.68

$ 27.41

Income from Investment
Operations

 

 

 

 

Net investment income (loss) D

  .53

  .55

  .51

  .38

Net realized and unrealized gain (loss)

  (22.24)

  11.85

  7.25

  2.89

Total from investment operations

  (21.71)

  12.40

  7.76

  3.27

Distributions from net investment income

  (.44)

  (.40)

  (.33)

  -

Distributions from net realized gain

  (1.67)

  (.98)

  (1.40)

  -

Total distributions

  (2.11)

  (1.38)

  (1.73)

  -

Redemption fees added to paid in capital D,I

  -

  -

  -

  -

Net asset value, end of period

$ 23.91

$ 47.73

$ 36.71

$ 30.68

Total Return B,C

  (47.51)%

  34.93%

  26.45%

  11.93%

Ratios to Average Net Assets E,H

 

 

 

 

Expenses before reductions

  1.05%

  .97%

  1.00%

  .97% A

Expenses net of fee waivers, if any

  1.05%

  .97%

  1.00%

  .97% A

Expenses net of all reductions

  1.01%

  .94%

  .95%

  .90% A

Net investment income (loss)

  1.54%

  1.36%

  1.49%

  1.60% A

Supplemental Data

 

 

 

 

Net assets, end of period (in millions)

$ 159

$ 58

$ 28

$ 10

Portfolio turnover rate F

  79%

  56%

  56%

  75%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period January 6, 2005 (commencement of sale of shares) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Discovery Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. On January 17, 2008, the Board of Trustees of the Fund approved the creation of an additional class of shares. The Fund commenced sale of Class K shares on May 9, 2008. The Fund offers Class A, Class T, Class B, Class C, International Discovery, Class K and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro-rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make

Annual Report

3. Significant Accounting Policies - continued

certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Futures contracts are valued at the settlement price established each day by the board of trade or exchange on which they are traded. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE) normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost and may include proceeds received from litigation. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to futures transactions, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), market discount, deferred trustees compensation and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 370,565

Unrealized depreciation

(3,044,089)

Net unrealized appreciation (depreciation)

(2,673,524)

Undistributed ordinary income

93,213

Capital loss carryforward

(637,482)

 

 

Cost for federal income tax purposes

$ 10,544,261

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 164,399

$ 145,377

Long-term Capital Gains

493,881

164,810

Total

$ 658,280

$ 310,187

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncements. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

New Accounting Pronouncements - continued

In addition, in March 2008, Statement of Financial Accounting Standards No. 161, Disclosures about Derivative Instruments and Hedging Activities (SFAS 161), was issued and is effective for reporting periods beginning after November 15, 2008. SFAS 161 requires enhanced disclosures to provide information about the reasons the Fund invests in derivative instruments, the accounting treatment and the effect derivatives have on financial performance.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Futures Contracts. The Fund may use futures contracts to manage its exposure to the stock markets. Buying futures tends to increase a fund's exposure to the underlying instrument, while selling futures tends to decrease a fund's exposure to the underlying instrument or hedge other fund investments. Upon entering into a futures contract, a fund is required to deposit with a clearing broker, no later than the following business day, an amount ("initial margin") equal to a certain percentage of the face value of the contract. The initial margin may be in the form of cash or securities and is transferred to a segregated account on settlement date. Subsequent payments ("variation margin") are made or received by a fund depending on the daily fluctuations in the value of the futures contract and are accounted for as unrealized gains or losses. Realized gains (losses) are recorded upon the expiration or closing of the futures contract. Securities deposited to meet margin requirements are identified in the Schedule of Investments. Futures contracts involve, to varying degrees, risk of loss in excess of any futures variation margin reflected in the Statement of Assets and Liabilities. The underlying face amount at value of any open futures contracts at period end is shown in the Schedule of Investments under the caption "Futures Contracts." This amount reflects each contract's exposure to the underlying instrument at period end. Losses may arise from changes in the value of the underlying instruments or if the counterparties do not perform under the contract's terms.

Annual Report

5. Purchases and Sales of Investments.

Purchases and sales of securities other than short-term securities, aggregated $10,031,748 and $9,562,944, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment up to a maximum of ±.20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Discovery as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .81% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 1,335

$ 160

Class T

.25%

.25%

393

3

Class B

.75%

.25%

224

168

Class C

.75%

.25%

479

189

 

 

 

$ 2,431

$ 520

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 284

Class T

46

Class B*

36

Class C*

14

 

$ 380

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC) also an affiliate of FMR was the sub-transfer for International Discovery shares. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 1,109

.21

Class T

248

.31

Class B

73

.32

Class C

146

.30

International Discovery

26,685

.22

Class K

8

.05*

Institutional Class

167

.18

 

$ 28,436

 

* Annualized

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. FSC maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $26 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $11,130.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,760 for the period. In addition, through arrangements with each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Discovery

$ 248

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $5, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

Annual Report

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 3,599

$ 1,387

Class T

387

80

Class B

67

21

Class C

123

24

International Discovery

124,823

84,038

Institutional Class

575

312

Total

$ 129,574

$ 85,862

From net realized gain

 

 

Class A

$ 16,423

$ 3,929

Class T

2,244

302

Class B

719

130

Class C

1,185

170

International Discovery

505,958

219,032

Institutional Class

2,177

762

Total

$ 528,706

$ 224,325

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Class A

 

 

 

 

Shares sold

13,337

5,675

$ 505,827

$ 234,633

Reinvestment of distributions

252

63

11,025

2,271

Shares redeemed

(6,361)

(770)

(213,706)

(31,203)

Net increase (decrease)

7,228

4,968

$ 303,146

$ 205,701

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions - continued

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Class T

 

 

 

 

Shares sold

2,322

1,031

$ 87,236

$ 42,252

Reinvestment of distributions

59

10

2,571

371

Shares redeemed

(800)

(187)

(27,654)

(7,614)

Net increase (decrease)

1,581

854

$ 62,153

$ 35,009

Class B

 

 

 

 

Shares sold

487

293

$ 18,856

$ 11,952

Reinvestment of distributions

17

4

721

136

Shares redeemed

(228)

(53)

(7,554)

(2,096)

Net increase (decrease)

276

244

$ 12,023

$ 9,992

Class C

 

 

 

 

Shares sold

1,350

481

$ 51,762

$ 19,749

Reinvestment of distributions

25

4

1,076

139

Shares redeemed

(405)

(55)

(13,335)

(2,234)

Net increase (decrease)

970

430

$ 39,503

$ 17,654

International Discovery

 

 

 

 

Shares sold

98,885

133,089

$ 3,784,869

$ 5,367,776

Conversion to Class K

(6,197)

-

(182,264)

-

Reinvestment of distributions

13,646

7,929

600,976

289,550

Shares redeemed

(110,609)

(63,328)

(3,914,448)

(2,558,324)

Net increase (decrease)

(4,275)

77,690

$ 289,133

$ 3,099,002

Class K

 

 

 

 

Shares sold

215

-

$ 6,017

$ -

Conversion from International Discovery

6,197

-

182,264

-

Reinvestment of distributions

-

-

-

-

Shares redeemed

(338)

-

(8,716)

-

Net increase (decrease)

6,074

-

$ 179,565

$ -

Annual Report

12. Share Transactions - continued

 

Shares

Years ended October 31,

Dollars

Years ended October 31,

 

2008 A

2007

2008 A

2007

Institutional Class

 

 

 

 

Shares sold

7,551

538

$ 243,799

$ 22,351

Reinvestment of distributions

42

19

1,852

700

Shares redeemed

(2,148)

(120)

(62,044)

(5,000)

Net increase (decrease)

5,445

437

$ 183,607

$ 18,051

A Share transactions for Class K are for the period May 9, 2008 (commencement of sale of shares) to October 31, 2008.

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Discovery Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Discovery Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the periods indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Discovery Fund's management. Our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provide a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

Institutional Class designates 83% of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/10/07

$0.439

$0.0646

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

PROPOSAL 5

Shareholder proposal concerning "oversight procedures to screen out investments in companies that, in the judgement of the Board, substantially contribute to genocide, patterns of extraordinary and egregious violations of human rights, or crimes against humanity."

 

# of
Votes

% of
Votes

Affirmative

1,337,480,153.27

21.306

Against

4,280,655,741.12

68.193

Abstain

268,134,649.82

4.271

Broker
Non-Votes

391,079,068.84

6.230

TOTAL

6,277,349,613.05

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Discovery Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, as available, the cumulative total returns of Fidelity International Discovery (retail class) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Morningstar, Inc. as having an investment style similar to that of the fund based on underlying portfolio holdings. The returns of Fidelity International Discovery (retail class) and Class B show the performance of the highest and lowest performing classes, respectively. (The fund did not offer Class K as of December 31, 2007.) The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund


fid1173

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity International Discovery (retail class) of the fund was in the first quartile for all the periods shown. The Board also stated that the investment performance of Fidelity International Discovery (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG% of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Discovery Fund

fid1175

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Discovery (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses for Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Advisors (U.K.) Limited

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AIDI-UANN-1208
1.806657.103

fid959

Fidelity®
Total International Equity Fund
and
Fidelity
International Growth Fund

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Fidelity Total International Equity Fund

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

 

<Click Here>

Distributions

 

<Click Here>

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Growth Fund

 

<Click Here>

Performance

 

<Click Here>

Management's Discussion

 

<Click Here>

Shareholder Expense Example

 

<Click Here>

Investment Changes

 

<Click Here>

Investments

 

<Click Here>

Financial Statements

 

<Click Here>

Notes to Financial Statements

 

<Click Here>

Report of Independent Registered Public Accounting Firm

 

<Click Here>

Distributions

 

<Click Here>

Board Approval of Investment Advisory Contracts and Management Fees

Trustees and Officers

<Click Here>

 

Proxy Voting Results

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the funds. This report is not authorized for distribution to prospective investors in the funds unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Fidelity Total International Equity Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take Total International Equity's cumulative total return and show you what would have happened if Total International Equity shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Total International Equity, a class of the fund, on November 1, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWISM (All Country World Index) ex-USA Index performed over the same period.


fid1201

Annual Report

Fidelity Total International Equity Fund

Management's Discussion of Fund Performance

Comments from George Stairs and Jed Weiss, Co-Lead Portfolio Managers of Fidelity® Total International Equity Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the period from its inception on November 1, 2007, through October 31, 2008, the fund's Retail Class shares fell 50.87%, versus a decline of 47.98% for the MSCI All Country World ex USA Index. We underperformed mainly due to unfavorable security selection, with the greatest damage coming from our picks in financials, consumer discretionary, energy and materials, which were among the weakest sectors of the global economy. The biggest relative detractors were German automaker Volkswagen, an index component we didn't own that had an extraordinary gain late in the period; European banking companies UniCredit, based in Italy, and HBOS, headquartered in Scotland; and Petroleum Geo-Services, a Norwegian energy services firm. The fund gained back some ground versus the index due to our decision to lengthen the fund's overexposure to the more-defensive areas of the index, while creating greater underweightings in the weakest sectors. Among holdings that contributed to the fund's relative performance were such defensively oriented stocks as Roche Holding, the giant Swiss drug maker; Nestle, a multinational packaged goods company also based in Switzerland; and Osaka Gas, a Japanese natural gas utility.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Total International Equity Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Fidelity Total International Equity Fund
Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 539.60

$ 5.81

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 538.00

$ 6.77

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 537.00

$ 8.69

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 537.00

$ 8.69

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Total International Equity

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 540.20

$ 4.84

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 540.20

$ 4.84

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Fidelity Total International Equity Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 14.1%

fid910

United Kingdom 13.8%

fid912

Switzerland 11.0%

fid914

Germany 8.7%

fid916

France 7.2%

fid1003

United States of America 6.9%

fid918

Australia 3.6%

fid920

Spain 3.1%

fid922

Italy 2.4%

fid926

Other 29.2%

fid1213

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

United Kingdom 14.5%

fid910

Japan 12.8%

fid912

Germany 8.7%

fid914

France 6.7%

fid916

Switzerland 6.7%

fid1003

United States of America 6.0%

fid918

Spain 3.6%

fid920

Australia 3.5%

fid922

Brazil 3.4%

fid926

Other 34.1%

fid1225

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

98.4

98.2

Short-Term Investments and Net Other Assets

1.6

1.8

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

3.5

2.0

Nestle SA (Reg.) (Switzerland, Food Products)

3.4

1.9

E.ON AG (Germany, Electric Utilities)

2.8

2.1

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

2.1

1.3

Toyota Motor Corp. (Japan, Automobiles)

1.7

1.3

Telefonica SA sponsored ADR (Spain, Diversified Telecommunication Services)

1.4

1.1

Novartis AG sponsored ADR (Switzerland, Pharmaceuticals)

1.4

0.0

CSL Ltd. (Australia, Biotechnology)

1.4

0.9

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.) (Germany, Insurance)

1.4

0.9

BAE Systems PLC (United Kingdom, Aerospace & Defense)

1.3

0.8

 

20.4

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.9

22.2

Consumer Staples

12.9

9.2

Energy

10.1

10.8

Health Care

9.8

5.0

Industrials

8.5

11.1

Information Technology

7.9

10.4

Materials

7.0

11.0

Telecommunication Services

6.7

5.7

Consumer Discretionary

6.6

7.1

Utilities

6.0

5.1

Annual Report

Fidelity Total International Equity Fund

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 97.9%

Shares

Value

Australia - 3.6%

AMP Ltd.

40,791

$ 148,301

CSL Ltd.

22,484

546,518

Macquarie Airports unit

50,093

71,204

Macquarie Group Ltd.

3,701

73,386

Macquarie Infrastructure Group unit

69,883

91,550

QBE Insurance Group Ltd.

4,764

81,236

Silex Systems Ltd. (a)

10,000

26,037

Sino Gold Mining Ltd. (a)

4,504

10,369

Woolworths Ltd.

21,457

399,784

TOTAL AUSTRALIA

1,448,385

Bahrain - 0.0%

Gulf Finance House BSC GDR (b)

400

6,800

Belgium - 0.4%

InBev SA

3,600

145,199

Bermuda - 0.5%

China Solar Energy Holding Ltd. (a)

140,000

829

ChipMOS TECHNOLOGIES (Bermuda) Ltd. (a)

6,000

3,066

Credicorp Ltd. (NY Shares)

500

19,635

Global Digital Creations Holdings Ltd. (a)

64,000

734

Ports Design Ltd.

47,500

55,222

Seadrill Ltd.

13,600

130,941

West Siberian Resources Ltd. SDR (a)

14,000

5,661

TOTAL BERMUDA

216,088

Brazil - 2.3%

America Latina Logistica SA unit

3,700

17,062

Anhanguera Educacional Participacoes SA unit

1,418

10,483

Banco Bradesco SA:

(PN)

6,000

68,894

(PN) sponsored ADR

1,100

12,870

Banco Daycoval SA (PN)

5,400

13,474

BM&F BOVESPA SA

7,000

18,598

Companhia Siderurgica Nacional SA (CSN) sponsored ADR

1,300

17,680

Companhia Vale do Rio Doce sponsored ADR

9,800

128,576

GVT Holding SA (a)

900

9,793

Medial Saude SA

700

2,199

MRV Engenharia e Participacoes SA

1,300

6,734

Net Servicos de Comunicacao SA sponsored ADR

2,400

15,696

Petroleo Brasileiro SA - Petrobras:

(PN) sponsored ADR (non-vtg.)

3,100

68,417

sponsored ADR

12,500

336,125

Common Stocks - continued

Shares

Value

Brazil - continued

Redecard SA

1,000

$ 10,863

Tele Norte Leste Participacoes SA sponsored ADR (non-vtg.)

1,200

16,296

Uniao de Bancos Brasileiros SA (Unibanco) GDR

2,600

164,008

Votorantim Celulose e Papel SA sponsored ADR (non-vtg.)

700

7,063

TOTAL BRAZIL

924,831

Canada - 1.7%

Addax Petroleum, Inc.

500

7,464

Agnico-Eagle Mines Ltd.

3,700

102,058

Canadian Natural Resources Ltd.

900

45,396

First Quantum Minerals Ltd.

3,700

77,940

Goldcorp, Inc.

8,100

151,413

Harry Winston Diamond Corp.

4,200

40,927

Nexen, Inc.

3,200

50,794

Petrobank Energy & Resources Ltd. (a)

3,700

70,576

Potash Corp. of Saskatchewan, Inc.

800

68,208

Sino-Forest Corp. (a)

700

6,548

SouthGobi Energy Resources Ltd. (a)

800

5,573

Timminco Ltd. (a)

10,000

56,394

TOTAL CANADA

683,291

Cayman Islands - 2.0%

AAC Acoustic Technology Holdings, Inc. (a)

14,000

7,299

AirMedia Group, Inc. ADR

100

588

Chaoda Modern Agriculture (Holdings) Ltd.

188,900

133,084

China Digital TV Holding Co. Ltd. ADR

1,300

7,787

China Dongxiang Group Co. Ltd.

126,000

37,068

China High Speed Transmission Equipment Group Co. Ltd.

50,000

39,638

Foxconn International Holdings Ltd. (a)

23,000

8,463

Himax Technologies, Inc. sponsored ADR

30,300

56,661

Intime Department Store Group Co. Ltd.

64,000

18,948

LDK Solar Co. Ltd. sponsored ADR (a)

2,000

36,320

SinoCom Software Group Ltd.

154,000

11,138

Subsea 7, Inc. (a)

4,500

35,770

The United Laboratories International Holdings Ltd.

34,000

8,071

Transocean, Inc. (a)

4,420

363,899

Xinao Gas Holdings Ltd.

12,000

10,459

Yingli Green Energy Holding Co. Ltd. ADR (a)

3,900

20,553

TOTAL CAYMAN ISLANDS

795,746

China - 1.6%

China Communications Construction Co. Ltd. (H Shares)

22,000

15,583

China Construction Bank Corp. (H Shares)

247,000

122,531

Common Stocks - continued

Shares

Value

China - continued

China Gas Holdings Ltd.

104,000

$ 8,561

China Merchants Bank Co. Ltd. (H Shares)

17,000

26,045

China Nepstar Chain Drugstore Ltd. ADR

100

415

China Shenhua Energy Co. Ltd. (H Shares)

10,500

19,935

China South Locomotive & Rolling Stock Corp. Ltd. (H Shares)

50,000

18,101

China TechFaith Wireless Communication Technology Ltd. sponsored ADR (a)

5,000

4,450

China Yurun Food Group Ltd.

16,000

19,017

Dongfang Electric Corp. Ltd.

6,000

11,680

Focus Media Holding Ltd. ADR (a)

2,500

46,325

Global Bio-Chem Technology Group Co. Ltd.

580,000

80,833

Golden Eagle Retail Group Ltd. (H Shares)

48,000

25,096

Industrial & Commercial Bank of China

189,000

88,928

Nine Dragons Paper (Holdings) Ltd.

118,000

20,349

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

6,000

25,660

Shanda Interactive Entertainment Ltd. sponsored ADR (a)

3,800

105,070

ZTE Corp. (H Shares)

3,800

8,593

TOTAL CHINA

647,172

Cyprus - 0.2%

Marfin Popular Bank Public Co.

19,739

66,858

XXI Century Investments Public Ltd. (a)

1,000

521

TOTAL CYPRUS

67,379

Czech Republic - 0.1%

Ceske Energeticke Zavody AS

500

21,637

Komercni Banka AS

200

29,994

TOTAL CZECH REPUBLIC

51,631

Denmark - 0.6%

Novo Nordisk AS Series B sponsored ADR

2,700

144,477

Vestas Wind Systems AS (a)

2,460

100,761

TOTAL DENMARK

245,238

Egypt - 0.1%

Eastern Tobacco Co.

500

19,344

Telecom Egypt SAE

4,500

10,884

TOTAL EGYPT

30,228

Common Stocks - continued

Shares

Value

Finland - 0.9%

Fortum Oyj

1,600

$ 39,322

Nokia Corp. sponsored ADR

20,600

312,708

TOTAL FINLAND

352,030

France - 7.2%

Accor SA

1,500

58,358

Alstom SA

2,388

118,358

Audika SA

1,900

44,302

AXA SA sponsored ADR

25,100

469,621

BNP Paribas SA

5,300

382,667

Compagnie de St. Gobain

1,300

50,163

Delachaux SA

791

43,505

GDF Suez

8,981

401,447

Groupe Danone

2,736

152,343

L'Air Liquide SA

600

51,777

Laurent-Perrier Group

310

25,133

Remy Cointreau SA

1,151

47,892

Renault SA

1,000

30,648

Societe Generale Series A

600

32,703

Total SA:

Series B

4,700

258,563

sponsored ADR

8,800

487,872

Unibail-Rodamco

1,300

194,980

TOTAL FRANCE

2,850,332

Germany - 8.6%

Allianz AG sponsored ADR

57,200

433,576

BASF AG

1,800

60,527

Bayer AG

2,200

122,473

Daimler AG

12,400

427,800

E.ON AG

28,900

1,105,621

GEA Group AG

4,000

58,456

GFK AG

2,400

47,394

Linde AG

900

75,584

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

4,100

544,173

RWE AG

4,100

342,633

Siemens AG sponsored ADR

2,900

174,435

Tognum AG

3,100

34,467

TOTAL GERMANY

3,427,139

Greece - 0.2%

Public Power Corp. of Greece

5,500

68,008

Common Stocks - continued

Shares

Value

Hong Kong - 1.3%

China Mobile (Hong Kong) Ltd.

3,500

$ 30,811

China Mobile (Hong Kong) Ltd. sponsored ADR

700

30,723

China Overseas Land & Investment Ltd.

44,000

49,687

CNOOC Ltd. sponsored ADR

560

45,746

CNPC (Hong Kong) Ltd.

40,000

12,264

Hong Kong Exchanges & Clearing Ltd.

6,600

66,929

REXCAPITAL Financial Holdings Ltd. (a)

475,000

8,777

Swire Pacific Ltd. (A Shares)

37,000

260,580

TOTAL HONG KONG

505,517

India - 1.5%

Axis Bank Ltd. GDR (Reg. S)

2,700

32,400

Bank of India

4,775

23,742

Bharat Heavy Electricals Ltd.

716

19,074

Bharti Airtel Ltd. (a)

13,723

185,812

Educomp Solutions Ltd.

700

32,749

Housing Development Finance Corp. Ltd.

400

14,559

Indian Overseas Bank

15,780

24,231

Infosys Technologies Ltd.

530

15,449

LANCO Infratech Ltd.

20

48

Larsen & Toubro Ltd.

1,250

20,894

Nagarjuna Construction Co. Ltd.

50

66

Pantaloon Retail India Ltd.

3,418

16,492

Piramal Healthcare Ltd.

3,000

13,734

Reliance Industries Ltd. GDR (Reg. S) (b)

524

29,868

Rural Electrification Corp. Ltd.

130

178

Satyam Computer Services Ltd. sponsored ADR

8,700

136,851

Sintex Industries Ltd.

4,536

13,800

Subex Ltd. (a)

1,147

837

Suzlon Energy Ltd.

20,812

18,866

Tata Power Co. Ltd.

1,000

14,273

TOTAL INDIA

613,923

Indonesia - 0.2%

PT Bank Rakyat Indonesia Tbk

64,000

19,763

PT Bayan Resources Tbk

128,500

19,845

PT Bumi Resources Tbk

129,500

16,955

PT Perusahaan Gas Negara Tbk Series B

102,000

12,964

PT Telkomunikasi Indonesia Tbk Series B

22,500

11,361

TOTAL INDONESIA

80,888

Ireland - 0.7%

Bank of Ireland

15,800

46,653

Common Stocks - continued

Shares

Value

Ireland - continued

C&C Group PLC

10,400

$ 15,128

CRH PLC sponsored ADR

9,700

205,252

Dragon Oil PLC (a)

5,000

12,935

TOTAL IRELAND

279,968

Israel - 1.2%

BluePhoenix Solutions Ltd. (a)

8,700

23,316

Cellcom Israel Ltd.

700

20,622

ECtel Ltd. (a)

9,100

8,190

Israel Chemicals Ltd.

11,900

115,352

Leadcom Integrated Solutions (a)

47,000

4,376

Mellanox Technologies Ltd. (a)

800

6,208

Orckit Communications Ltd. (a)

4,800

19,008

Partner Communications Co. Ltd. ADR

11,600

216,688

RADWARE Ltd. (a)

6,300

39,753

Teva Pharmaceutical Industries Ltd. sponsored ADR

300

12,864

TOTAL ISRAEL

466,377

Italy - 2.1%

ENI SpA sponsored ADR

3,400

163,370

Fiat SpA

5,200

41,328

Finmeccanica SpA

7,900

96,652

Impregilo SpA (a)

21,600

56,978

UniCredit SpA

188,400

460,963

TOTAL ITALY

819,291

Japan - 14.1%

Aeon Co. Ltd.

19,900

190,813

Canon, Inc.

1,400

48,986

Denso Corp.

8,200

159,815

Dydo Drinco, Inc.

800

19,201

East Japan Railway Co.

37

263,279

Elpida Memory, Inc. (a)

3,000

15,993

Ibiden Co. Ltd.

2,100

39,282

Ichiyoshi Securities Co. Ltd.

7,600

60,855

JSR Corp.

5,400

60,908

Kobayashi Pharmaceutical Co. Ltd.

2,100

67,279

Konica Minolta Holdings, Inc.

20,000

131,340

Miraca Holdings, Inc.

7,400

119,332

Mitsubishi Estate Co. Ltd.

3,000

53,587

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

64,800

406,296

Mitsui & Co. Ltd.

50,000

484,451

Nagaileben Co. Ltd.

1,000

19,855

Common Stocks - continued

Shares

Value

Japan - continued

Nintendo Co. Ltd.

700

$ 218,400

Nippon Building Fund, Inc.

5

48,043

Nomura Holdings, Inc.

4,500

42,632

Obic Co. Ltd.

410

50,182

ORIX Corp.

2,990

307,186

Osaka Gas Co. Ltd.

94,000

332,484

Osaka Securities Exchange Co. Ltd.

10

32,858

Ozeki Co. Ltd.

200

4,888

Promise Co. Ltd.

9,850

176,790

Rakuten, Inc.

169

83,775

SBI Holdings, Inc.

400

47,998

Seven & I Holdings Co. Ltd.

2,000

56,153

Shiseido Co. Ltd.

5,000

103,000

Sony Financial Holdings, Inc.

34

110,572

Sugi Holdings Co. Ltd.

2,000

48,095

Sumco Corp.

3,720

40,282

Sumitomo Corp.

10,300

90,615

Sumitomo Metal Industries Ltd.

36,000

92,585

Sumitomo Mitsui Financial Group, Inc.

51

204,442

Sumitomo Trust & Banking Co. Ltd.

12,000

55,570

Takeda Pharmaceutical Co. Ltd.

2,500

124,207

Tokuyama Corp.

32,000

162,045

Toyota Motor Corp.

17,400

679,451

Tsutsumi Jewelry Co. Ltd.

2,800

54,547

USS Co. Ltd.

1,500

91,871

Xebio Co. Ltd.

6,600

112,676

Yamada Denki Co. Ltd.

1,390

75,654

TOTAL JAPAN

5,588,273

Kazakhstan - 0.2%

JSC Halyk Bank of Kazakhstan unit

15,700

66,725

Korea (South) - 0.8%

Doosan Heavy Industries & Construction Co. Ltd.

440

19,450

Hyundai Industrial Development & Construction Co.

5

136

Hyunjin Materials Co. Ltd.

1,002

12,381

Jinsung T.E.C. Co. Ltd.

2,098

13,129

KB Financial Group, Inc. (a)

1,515

38,046

KT&G Corp.

390

25,108

LG Electronics, Inc.

110

8,238

MegaStudy Co. Ltd.

100

11,276

Meritz Fire & Marine Insurance Co. Ltd.

3,410

12,557

NHN Corp. (a)

885

94,475

Common Stocks - continued

Shares

Value

Korea (South) - continued

Samsung Electronics Co. Ltd.

90

$ 38,061

Shinhan Financial Group Co. Ltd.

1,610

39,290

Taewoong Co. Ltd.

360

17,585

TK Corp.

7

114

TOTAL KOREA (SOUTH)

329,846

Luxembourg - 0.1%

Evraz Group SA GDR

600

9,240

MHP SA GDR (Reg. S)

3,100

12,400

Tenaris SA sponsored ADR

700

14,413

TOTAL LUXEMBOURG

36,053

Malaysia - 0.1%

KNM Group Bhd

70,000

11,870

Public Bank Bhd

10,000

23,763

TOTAL MALAYSIA

35,633

Mauritius - 0.0%

Golden Agri-Resources Ltd.

85,000

11,343

Mexico - 1.2%

America Movil SAB de CV Series L sponsored ADR

10,700

331,058

Banco Compartamos SA de CV

3,500

5,946

Cemex SA de CV sponsored ADR

2,200

16,632

Fomento Economico Mexicano SA de CV sponsored ADR

1,400

35,406

Grupo Financiero Banorte SA de CV Series O

11,339

20,768

Wal-Mart de Mexico SA de CV Series V

26,400

70,919

TOTAL MEXICO

480,729

Netherlands - 2.3%

AMG Advanced Metallurgical Group NV (a)

2,150

34,802

ASML Holding NV (NY Shares)

15,600

273,780

Gemalto NV (a)

4,900

137,285

Heineken NV (Bearer)

2,200

74,213

ING Groep NV sponsored ADR

7,700

71,687

Koninklijke KPN NV

14,200

199,981

QIAGEN NV (a)

2,600

37,076

Unilever NV (NY Shares)

3,300

79,365

TOTAL NETHERLANDS

908,189

Norway - 1.8%

DnB Nor ASA

21,700

125,759

Orkla ASA (A Shares)

37,800

251,643

Petroleum Geo-Services ASA (a)

21,100

105,065

Common Stocks - continued

Shares

Value

Norway - continued

Pronova BioPharma ASA

41,400

$ 107,553

StatoilHydro ASA sponsored ADR

5,700

114,570

Telenor ASA

800

4,774

TOTAL NORWAY

709,364

Papua New Guinea - 0.2%

Lihir Gold Ltd. (a)

48,000

59,862

Lihir Gold Ltd. sponsored ADR (a)

2,500

31,950

TOTAL PAPUA NEW GUINEA

91,812

Peru - 0.0%

Compania de Minas Buenaventura SA sponsored ADR

1,100

13,904

Philippines - 0.5%

Alliance Global Group, Inc. (a)

310,000

12,698

Jollibee Food Corp.

46,900

44,186

Philippine Long Distance Telephone Co. sponsored ADR

3,100

126,790

TOTAL PHILIPPINES

183,674

Poland - 0.1%

Eurocash SA

7,000

21,521

Trakcja Polska SA

7,900

13,259

TOTAL POLAND

34,780

Russia - 1.2%

Bank St. Petersburg OJSC

7,100

8,875

Mobile TeleSystems OJSC sponsored ADR

600

23,490

OAO Gazprom sponsored ADR

14,080

287,936

OAO NOVATEK (a)

3,000

8,100

OAO Raspadskaya

5,100

10,710

OJSC Rosneft unit

5,700

26,220

Sberbank (Savings Bank of the Russian Federation) GDR

190

34,849

Uralkali JSC

6,400

29,440

Vimpel Communications sponsored ADR

2,600

37,700

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)

500

21,970

TOTAL RUSSIA

489,290

Singapore - 0.7%

DBS Group Holdings Ltd.

31,000

236,638

Singapore Exchange Ltd.

12,000

42,953

Straits Asia Resources Ltd.

7,000

4,664

TOTAL SINGAPORE

284,255

Common Stocks - continued

Shares

Value

South Africa - 1.7%

African Rainbow Minerals Ltd.

7,763

$ 78,663

Aveng Ltd.

100

491

Bell Equipment Ltd.

1

1

Exxaro Resources Ltd.

2,300

15,161

Harmony Gold Mining Co. Ltd. sponsored ADR (a)

2,500

18,275

Impala Platinum Holdings Ltd.

12,300

127,029

Imperial Holdings Ltd.

2,865

16,111

MTN Group Ltd.

29,203

325,806

Murray & Roberts Holdings Ltd.

2,505

16,917

Northam Platinum Ltd.

900

2,810

Raubex Group Ltd.

6,200

16,024

Sasol Ltd. sponsored ADR

400

11,572

Truworths International Ltd.

9,000

30,537

TOTAL SOUTH AFRICA

659,397

Spain - 3.1%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

13,600

157,760

Banco Santander SA

18,900

204,407

Grifols SA

9,279

184,659

Inditex SA

2,200

74,365

Prosegur Comp Securidad SA (Reg.)

1,600

45,455

Telefonica SA sponsored ADR

10,000

555,100

TOTAL SPAIN

1,221,746

Sweden - 0.9%

H&M Hennes & Mauritz AB (B Shares)

3,900

139,825

Swedish Match Co.

8,400

116,627

Telefonaktiebolaget LM Ericsson (B Shares)

14,800

100,730

TOTAL SWEDEN

357,182

Switzerland - 11.0%

ABB Ltd. sponsored ADR

5,100

67,065

Credit Suisse Group sponsored ADR

2,000

74,800

EFG International

13,800

297,017

Nestle SA (Reg.)

35,079

1,363,823

Novartis AG sponsored ADR

10,800

550,692

Roche Holding AG (participation certificate)

9,148

1,398,669

Sonova Holding AG

3,319

137,877

Swiss Life Holding AG

1,049

94,501

The Swatch Group AG (Reg.)

1,684

48,211

Zurich Financial Services AG (Reg.)

1,669

338,530

TOTAL SWITZERLAND

4,371,185

Common Stocks - continued

Shares

Value

Taiwan - 0.8%

Acer, Inc.

9,000

$ 11,719

Advanced Semiconductor Engineering, Inc.

40,128

17,086

China Steel Corp.

31,810

23,193

Everlight Electronics Co. Ltd.

12,199

18,492

First Financial Holding Co. Ltd.

57,600

27,154

HannStar Display Corp.

376,248

68,440

Hon Hai Precision Industry Co. Ltd. (Foxconn)

39,100

94,831

HTC Corp.

2,600

31,017

Innolux Display Corp.

31,900

23,743

Powertech Technology, Inc.

5,500

7,745

Taiwan Mobile Co. Ltd.

7,000

9,698

TOTAL TAIWAN

333,118

Thailand - 0.2%

PTT Exploration & Production PCL (For. Reg.)

7,100

17,717

Siam Commercial Bank PCL (For. Reg.)

28,000

43,466

Total Access Communication PCL:

unit

14,000

10,006

(For. Reg.)

8,600

6,114

TOTAL THAILAND

77,303

Turkey - 0.8%

Anadolu Efes Biracilik ve Malt Sanyii AS

13,480

113,530

Asya Katilim Bankasi AS

77,200

67,520

Bagfas Bandirma Gubre Fabrikalari AS

150

7,191

Enka Insaat ve Sanayi AS

4,866

18,127

Tupras-Turkiye Petrol Rafinerileri AS

5,000

63,166

Turkiye Garanti Bankasi AS (a)

32,200

52,570

Turkiye Vakiflar Bankasi TAO

11,000

10,618

TOTAL TURKEY

332,722

United Arab Emirates - 0.0%

DP World Ltd.

47

16

United Kingdom - 13.8%

Aegis Group PLC

89,000

93,785

Anglo American PLC (United Kingdom)

3,942

98,898

Autonomy Corp. PLC (a)

8,400

133,171

BAE Systems PLC

88,900

499,642

Barratt Developments PLC

4,400

5,477

BG Group PLC

14,900

219,062

BHP Billiton PLC

2,800

47,540

BHP Billiton PLC ADR

9,100

312,403

Common Stocks - continued

Shares

Value

United Kingdom - continued

British American Tobacco PLC:

(United Kingdom)

1,800

$ 49,367

sponsored ADR

3,100

168,516

Cairn Energy PLC (a)

300

7,771

Datacash Group PLC

11,300

39,343

easyJet PLC (a)

19,800

98,762

Eurasian Natural Resources Corp. PLC

1,000

5,001

HBOS PLC

61,159

100,131

HSBC Holdings PLC (United Kingdom) (Reg.)

9,363

110,884

Informa PLC

14,700

49,797

Man Group PLC

50,375

290,803

Max Petroleum PLC (a)

76,100

16,448

Misys PLC

27,000

48,340

National Grid PLC

7,800

87,857

Premier Foods PLC

159,000

70,493

Prudential PLC

20,900

104,975

Randgold Resources Ltd. sponsored ADR

300

9,303

Reckitt Benckiser Group PLC

10,600

448,323

Renovo Group PLC (a)

143,700

58,671

Rio Tinto PLC:

(Reg.)

3,000

140,119

sponsored ADR

690

128,250

Royal Bank of Scotland Group PLC

123,466

135,983

Royal Dutch Shell PLC Class A sponsored ADR

15,200

848,312

Serco Group PLC

45,900

273,694

Sibir Energy PLC (a)

1,800

7,162

Tesco PLC

54,900

300,766

Vodafone Group PLC

40,300

77,516

Vodafone Group PLC sponsored ADR

19,500

375,765

Xstrata PLC

1,200

20,523

TOTAL UNITED KINGDOM

5,482,853

United States of America - 5.3%

Allergan, Inc.

1,900

75,373

Berkshire Hathaway, Inc. Class B (a)

80

307,200

Chiquita Brands International, Inc. (a)

6,000

81,900

Cypress Semiconductor Corp. (a)

10,000

50,100

FMC Technologies, Inc. (a)

1,000

34,990

Freeport-McMoRan Copper & Gold, Inc. Class B

300

8,730

Gilead Sciences, Inc. (a)

3,600

165,060

JPMorgan Chase & Co.

3,000

123,750

Juniper Networks, Inc. (a)

11,500

215,510

Common Stocks - continued

Shares

Value

United States of America - continued

Lululemon Athletica, Inc. (a)

300

$ 4,251

MasterCard, Inc. Class A

700

103,474

Mohawk Industries, Inc. (a)

700

33,866

Philip Morris International, Inc.

7,000

304,290

Pricesmart, Inc.

7,095

105,716

SanDisk Corp. (a)

3,900

34,671

Sunpower Corp. Class B (a)

2,742

81,191

Varian Semiconductor Equipment Associates, Inc. (a)

2,800

54,936

Visa, Inc.

5,900

326,565

TOTAL UNITED STATES OF AMERICA

2,111,573

TOTAL COMMON STOCKS

(Cost $66,712,564)

38,936,426

Nonconvertible Preferred Stocks - 0.5%

 

 

 

 

Brazil - 0.1%

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)

1,150

14,719

Germany - 0.1%

ProSiebenSat.1 Media AG

10,900

32,899

Italy - 0.3%

Fiat SpA (Risp)

3,200

14,504

Telecom Italia SpA (Risp)

135,800

114,279

TOTAL ITALY

128,783

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $443,113)

176,401

Cash Equivalents - 2.8%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.14%, dated 10/31/08 due 11/3/08:

(Collateralized by U.S. Treasury Obligations) #

$ 29,000

$ 29,000

(Collateralized by U.S. Treasury Obligations) #

1,081,012

1,081,000

TOTAL CASH EQUIVALENTS

(Cost $1,110,000)

1,110,000

TOTAL INVESTMENT PORTFOLIO - 101.2%

(Cost $68,265,677)

40,222,827

NET OTHER ASSETS - (1.2)%

(460,584)

NET ASSETS - 100%

$ 39,762,243

Legend

(a) Non-income producing

(b) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $36,668 or 0.1% of net assets.

# Additional Information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$29,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 1,954

Banc of America Securities LLC

3,908

Barclays Capital, Inc.

3,908

Deutsche Bank Securities, Inc.

$ 10,159

Morgan Stanley & Co., Inc.

278

UBS Securities LLC

8,793

 

$ 29,000

$1,081,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 72,833

Banc of America Securities LLC

145,666

Barclays Capital, Inc.

145,666

Deutsche Bank Securities, Inc.

378,731

Morgan Stanley & Co., Inc.

10,355

UBS Securities LLC

327,749

 

$ 1,081,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 685

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $10,058,675 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including repurchase agreements of $1,110,000) -
See accompanying schedule:

Unaffiliated issuers (cost $68,265,677)

 

$ 40,222,827

Foreign currency held at value (cost $19,550)

19,610

Receivable for investments sold

420,878

Receivable for fund shares sold

48,897

Dividends receivable

137,659

Distributions receivable from Fidelity Central Funds

487

Receivable from investment adviser for expense reductions

60,634

Other receivables

2,568

Total assets

40,913,560

 

 

 

Liabilities

Payable to custodian bank

$ 500,703

Payable for investments purchased

454,874

Payable for fund shares redeemed

65,416

Accrued management fee

24,662

Distribution fees payable

7,025

Other affiliated payables

13,587

Other payables and accrued expenses

85,050

Total liabilities

1,151,317

 

 

 

Net Assets

$ 39,762,243

Net Assets consist of:

 

Paid in capital

$ 77,832,504

Undistributed net investment income

796,810

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(10,821,709)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(28,045,362)

Net Assets

$ 39,762,243

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund
Financial Statements - continued

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share
($5,944,308 ÷ 1,214,214 shares)

$ 4.90

 

 

 

Maximum offering price per share (100/94.25 of $4.90)

$ 5.20

Class T:
Net Asset Value
and redemption price per share ($2,566,919 ÷ 525,601 shares)

$ 4.88

 

 

 

Maximum offering price per share (100/96.50 of $4.88)

$ 5.06

Class B:
Net Asset Value
and offering price per share ($2,505,484 ÷ 515,596 shares)A

$ 4.86

 

 

 

Class C:
Net Asset Value
and offering price per share ($2,786,793 ÷ 573,503 shares)A

$ 4.86

 

 

 

Total International Equity:
Net Asset Value
, offering price and redemption price per share ($23,226,171 ÷ 4,734,729 shares)

$ 4.91

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,732,568 ÷ 557,020 shares)

$ 4.91

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

For the period November 1, 2007
(commencement of operations)
to October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 1,864,250

Interest

 

50,882

Income from Fidelity Central Funds

 

685

 

 

1,915,817

Less foreign taxes withheld

 

(176,331)

Total income

 

1,739,486

 

 

 

Expenses

Management fee

$ 434,811

Transfer agent fees

140,800

Distribution fees

124,559

Accounting and security lending fees

31,886

Custodian fees and expenses

333,396

Independent trustees' compensation

250

Registration fees

134,079

Audit

76,578

Legal

2,967

Miscellaneous

2,464

Total expenses before reductions

1,281,790

Expense reductions

(399,945)

881,845

Net investment income (loss)

857,641

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(10,808,092)

Foreign currency transactions

(58,619)

Total net realized gain (loss)

 

(10,866,711)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(28,043,005)

Assets and liabilities in foreign currencies

(2,357)

Total change in net unrealized appreciation (depreciation)

 

(28,045,362)

Net gain (loss)

(38,912,073)

Net increase (decrease) in net assets resulting from operations

$ (38,054,432)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund
Financial Statements - continued

Statement of Changes in Net Assets

 

For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 857,641

Net realized gain (loss)

(10,866,711)

Change in net unrealized appreciation (depreciation)

(28,045,362)

Net increase (decrease) in net assets resulting
from operations

(38,054,432)

Distributions to shareholders from net investment income

(15,829)

Share transactions - net increase (decrease)

77,824,722

Redemption fees

7,782

Total increase (decrease) in net assets

39,762,243

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $796,810)

$ 39,762,243

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .11

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.10)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.90

Total Return A, B

  (51.00)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.00%

Expenses net of fee waivers, if any

  1.50%

Expenses net of all reductions

  1.48%

Net investment income (loss)

  1.35%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 5,944

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .09

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.12)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.88

Total Return A, B

  (51.20)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.42%

Expenses net of fee waivers, if any

  1.75%

Expenses net of all reductions

  1.73%

Net investment income (loss)

  1.10%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,567

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (5.19)

Total from investment operations

  (5.14)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.86

Total Return A, B

  (51.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.92%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.24%

Net investment income (loss)

  .60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,505

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (5.19)

Total from investment operations

  (5.14)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.86

Total Return A, B

  (51.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.92%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,787

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Total International Equity

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .13

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.08)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 4.91

Total Return A

  (50.87)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  1.89%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 23,226

Portfolio turnover rate E

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .13

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.08)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 4.91

Total Return A

  (50.87)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  1.91%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,733

Portfolio turnover rate E

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Total International Equity Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Total International Equity, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 158,517

Unrealized depreciation

(28,966,751)

Net unrealized appreciation (depreciation)

(28,808,234)

Undistributed ordinary income

796,810

Capital loss carryforward

(10,058,675)

 

 

Cost for federal income tax purposes

$ 69,031,061

The tax character of distributions paid was as follows:

 

October 31, 2008

Ordinary Income

$ 15,829

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to

Annual Report

4. Operating Policies - continued

Repurchase Agreements - continued

ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, short-term securities, aggregated $130,088,576 and $52,054,096, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over the performance period). The upward or downward adjustment to the management fee is based on the investment performance of the Total International Equity Class as compared to an appropriate benchmark index. The Fund's performance period began on December 1, 2007 and subsequent months will be added until the performance period includes 36 months. The Fund's performance adjustment will take effect in November 2008. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 17,319

$ 11,412

Class T

.25%

.25%

21,454

20,724

Class B

.75%

.25%

42,037

41,866

Class C

.75%

.25%

43,749

42,879

 

 

 

$ 124,559

$ 116,881

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,403

Class T

263

Class B*

267

Class C*

220

 

$ 2,153

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 11,710

.17

Class T

7,052

.16

Class B

6,840

.16

Class C

7,566

.17

Total International Equity

100,429

.27

Institutional Class

7,203

.16

 

$ 140,800

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,684 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $86 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

8. Security Lending - continued

securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $685.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 34,674

Class T

1.75%

28,711

Class B

2.25%

28,025

Class C

2.25%

29,021

Total International Equity

1.25%

239,225

Institutional Class

1.25%

28,855

 

 

$ 388,511

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $11,434 for the period.

Annual Report

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

FMR or its affiliates were the owners of record of 32% of the total outstanding shares of the Fund.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

From net investment income

 

Total International Equity

$ 13,264

Institutional Class

2,565

Total

$ 15,829

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Class A

 

 

Shares sold

1,253,571

$ 11,409,450

Shares redeemed

(39,357)

(262,908)

Net increase (decrease)

1,214,214

$ 11,146,542

Class T

 

 

Shares sold

536,757

$ 5,311,723

Shares redeemed

(11,156)

(95,096)

Net increase (decrease)

525,601

$ 5,216,627

Class B

 

 

Shares sold

516,780

$ 5,142,958

Shares redeemed

(1,184)

(8,679)

Net increase (decrease)

515,596

$ 5,134,279

Class C

 

 

Shares sold

576,912

$ 5,653,538

Shares redeemed

(3,409)

(27,077)

Net increase (decrease)

573,503

$ 5,626,461

Total International Equity

 

 

Shares sold

7,339,025

$ 65,416,828

Reinvestment of distributions

1,313

12,459

Shares redeemed

(2,605,609)

(20,217,092)

Net increase (decrease)

4,734,729

$ 45,212,195

Institutional Class

 

 

Shares sold

559,428

$ 5,503,211

Reinvestment of distributions

270

2,565

Shares redeemed

(2,678)

(17,158)

Net increase (decrease)

557,020

$ 5,488,618

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Total International Equity Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Total International Equity Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations, the statement of changes in net assets and the financial highlights for the period from November 1, 2007 (Commencement of Operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Total International Equity Fund as of October 31, 2008, the results of its operations, the changes in its net assets and its financial highlights for the period from November 1, 2007 (Commencement of Operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Distributions (Unaudited)

The fund designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Total International Equity Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, fund-paid 12b-1 fees, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Total International Equity Fund


fid1227

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Furthermore, the Board considered that the fund's management fee includes a performance adjustment component (that is, the fund's management fee will be subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index). The performance adjustment will take effect on November 1, 2008, after the period shown in the chart above.

Annual Report

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and Fidelity Total International Equity (retail class) ranked equal to its competitive median for the period and the total expenses of each of Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Fidelity International Growth Fund

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the fund's dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take International Growth's cumulative total return and show you what would have happened if International Growth shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in International Growth, a class of the fund, on November 1, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how MSCI EAFE® (Europe, Australasia, Far East) Growth Index performed over the same period.


fid1229

Annual Report

Fidelity International Growth Fund

Management's Discussion of Fund Performance

Comments from Jed Weiss, Portfolio Manager of Fidelity® International Growth Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the period from the fund's inception on November 1, 2007, through October 31, 2008, the fund's Retail Class shares declined 45.17%, while the MSCI EAFE Growth Index fell 44.46%. The fund underperformed its benchmark partially due to unfavorable stock selection in the energy and information technology sectors. An overweighting and poor stock picks in diversified financials also detracted, as did not owning a position in German automaker Volkswagen, which had an extraordinary gain late in the period on heavy buying by a take-over suitor. Among other detracting factors were underweighted stakes in two solid-performing pharmaceuticals stocks - U.K.-based GlaxoSmithKline and Switzerland's Novartis - and an overweighted position in Singapore Exchange, a regional stock market. The fund was overweighted in consumer staples - especially in the food, beverage and tobacco group - and this defensive orientation helped, especially our sizable stake in Nestle, the Swiss multinational packaged goods company. Other contributors included Torishima Pump Manufacturing, a Japanese maker of pressure pumps used in desalination and power projects that I sold to take profits, and CSL Ltd., an Australian biopharmaceutical company that focuses on blood plasma products.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity International Growth Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 598.00

$ 6.03

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 597.60

$ 7.03

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 595.60

$ 9.02

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 595.60

$ 9.02

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

International Growth

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 599.60

$ 5.03

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 599.60

$ 5.03

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Fidelity International Growth Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Switzerland 18.2%

fid910

United Kingdom 16.4%

fid912

United States of America 13.1%

fid914

Japan 10.2%

fid916

Australia 6.7%

fid1003

Germany 5.9%

fid918

France 4.6%

fid920

Spain 3.8%

fid922

Netherlands 2.9%

fid926

Other 18.2%

fid1241

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

United Kingdom 18.6%

fid910

Switzerland 10.2%

fid912

United States of America 8.6%

fid914

Germany 8.6%

fid916

Japan 7.9%

fid1003

France 7.0%

fid918

Australia 5.8%

fid920

Canada 3.9%

fid922

South Africa 3.8%

fid926

Other 25.6%

fid1253

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

99.1

99.6

Short-Term Investments and Net Other Assets

0.9

0.4

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Reg.) (Switzerland, Food Products)

7.7

4.5

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

4.8

2.3

Novartis AG sponsored ADR (Switzerland, Pharmaceuticals)

3.6

0.0

CSL Ltd. (Australia, Biotechnology)

3.6

2.3

E.ON AG (Germany, Electric Utilities)

3.6

3.2

Reckitt Benckiser Group PLC (United Kingdom, Household Products)

2.9

1.5

Mitsubishi UFJ Financial Group, Inc. sponsored ADR (Japan, Commercial Banks)

2.7

0.0

Woolworths Ltd. (Australia, Food & Staples Retailing)

2.6

1.2

BAE Systems PLC (United Kingdom, Aerospace & Defense)

2.4

1.5

Visa, Inc. (United States of America, IT Services)

2.1

0.8

 

36.0

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Staples

25.0

17.4

Health Care

17.6

8.0

Financials

12.2

9.2

Information Technology

10.6

11.3

Industrials

8.0

14.5

Materials

7.3

15.7

Telecommunication Services

7.1

6.6

Utilities

5.1

5.0

Consumer Discretionary

3.6

5.1

Energy

2.6

4.9

Annual Report

Fidelity International Growth Fund

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 99.1%

Shares

Value

Australia - 6.7%

CSL Ltd.

22,127

$ 537,841

QBE Insurance Group Ltd.

4,688

79,940

Woolworths Ltd.

21,117

393,449

TOTAL AUSTRALIA

1,011,230

Belgium - 1.0%

InBev SA

3,600

145,199

Bermuda - 0.3%

Ports Design Ltd.

44,000

51,153

Brazil - 1.1%

BM&F BOVESPA SA

6,800

18,067

Companhia Vale do Rio Doce sponsored ADR

3,000

39,360

Petroleo Brasileiro SA - Petrobras sponsored ADR

3,900

104,871

TOTAL BRAZIL

162,298

Canada - 2.4%

Agnico-Eagle Mines Ltd.

3,600

99,300

Goldcorp, Inc.

8,000

149,544

Harry Winston Diamond Corp.

4,100

39,953

Potash Corp. of Saskatchewan, Inc.

800

68,208

TOTAL CANADA

357,005

Cayman Islands - 0.2%

China Dongxiang Group Co. Ltd.

124,000

36,480

Denmark - 1.5%

Novo Nordisk AS Series B sponsored ADR

2,700

144,477

Vestas Wind Systems AS (a)

1,960

80,281

TOTAL DENMARK

224,758

Finland - 1.0%

Nokia Corp. sponsored ADR

10,000

151,800

France - 4.6%

Alstom SA

2,310

114,492

Audika SA

1,900

44,302

Delachaux SA

709

38,995

GDF Suez

5,202

232,527

Groupe Danone

2,595

144,492

L'Air Liquide SA

600

51,777

Laurent-Perrier Group

290

23,511

Remy Cointreau SA

1,104

45,937

TOTAL FRANCE

696,033

Common Stocks - continued

Shares

Value

Germany - 5.9%

Bayer AG

2,200

$ 122,473

E.ON AG

14,000

535,595

Linde AG

800

67,185

Siemens AG sponsored ADR

2,800

168,420

TOTAL GERMANY

893,673

Hong Kong - 0.4%

Hong Kong Exchanges & Clearing Ltd.

6,500

65,915

India - 1.1%

Bharti Airtel Ltd. (a)

12,423

168,210

Ireland - 0.3%

CRH PLC sponsored ADR

2,000

42,320

Israel - 1.4%

Partner Communications Co. Ltd. ADR

11,400

212,952

Japan - 10.2%

Dydo Drinco, Inc.

800

19,201

East Japan Railway Co.

8

56,925

Kobayashi Pharmaceutical Co. Ltd.

2,100

67,279

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

63,600

398,772

Nagaileben Co. Ltd.

1,000

19,855

Nintendo Co. Ltd.

700

218,400

Nippon Building Fund, Inc.

5

48,043

Osaka Securities Exchange Co. Ltd.

9

29,572

Ozeki Co. Ltd.

200

4,888

Promise Co. Ltd.

5,750

103,202

Seven & I Holdings Co. Ltd.

2,000

56,153

Shiseido Co. Ltd.

5,000

103,000

Sony Financial Holdings, Inc.

33

107,320

Sumitomo Mitsui Financial Group, Inc.

39

156,338

Tsutsumi Jewelry Co. Ltd.

2,800

54,547

USS Co. Ltd.

1,470

90,033

TOTAL JAPAN

1,533,528

Korea (South) - 0.5%

NHN Corp. (a)

660

70,456

Mexico - 1.6%

America Movil SAB de CV Series L sponsored ADR

4,700

145,418

Fomento Economico Mexicano SA de CV sponsored ADR

1,300

32,877

Wal-Mart de Mexico SA de CV Series V

26,000

69,845

TOTAL MEXICO

248,140

Common Stocks - continued

Shares

Value

Netherlands - 2.9%

ASML Holding NV (NY Shares)

15,400

$ 270,270

Koninklijke KPN NV

3,500

49,291

QIAGEN NV (a)

2,600

37,076

Unilever NV (NY Shares)

3,200

76,960

TOTAL NETHERLANDS

433,597

Papua New Guinea - 0.2%

Lihir Gold Ltd. sponsored ADR (a)

2,500

31,950

Philippines - 0.2%

Jollibee Food Corp.

32,400

30,525

Singapore - 0.3%

Singapore Exchange Ltd.

12,000

42,953

South Africa - 1.9%

African Rainbow Minerals Ltd.

6,439

65,247

MTN Group Ltd.

19,500

217,554

TOTAL SOUTH AFRICA

282,801

Spain - 3.8%

Grifols SA

9,132

181,734

Inditex SA

2,200

74,365

Prosegur Comp Securidad SA (Reg.)

1,500

42,614

Telefonica SA sponsored ADR

4,800

266,448

TOTAL SPAIN

565,161

Sweden - 1.7%

H&M Hennes & Mauritz AB (B Shares)

3,800

136,239

Swedish Match Co.

8,400

116,627

TOTAL SWEDEN

252,866

Switzerland - 18.2%

ABB Ltd. sponsored ADR

5,100

67,065

Credit Suisse Group sponsored ADR

2,000

74,800

EFG International

3,950

85,016

Nestle SA (Reg.)

29,808

1,158,896

Novartis AG sponsored ADR

10,600

540,494

Roche Holding AG (participation certificate)

4,695

717,837

Sonova Holding AG

1,177

48,894

The Swatch Group AG (Reg.)

1,651

47,266

TOTAL SWITZERLAND

2,740,268

Turkey - 1.1%

Anadolu Efes Biracilik ve Malt Sanyii AS

10,800

90,959

Common Stocks - continued

Shares

Value

Turkey - continued

Asya Katilim Bankasi AS

42,500

$ 37,171

Tupras-Turkiye Petrol Rafinerileri AS

3,500

44,216

TOTAL TURKEY

172,346

United Kingdom - 16.4%

Autonomy Corp. PLC (a)

8,300

131,586

BAE Systems PLC

64,600

363,069

BG Group PLC

14,700

216,121

BHP Billiton PLC ADR

9,000

308,970

British American Tobacco PLC sponsored ADR

3,000

163,080

Datacash Group PLC

11,200

38,994

Man Group PLC

27,737

160,119

Reckitt Benckiser Group PLC

10,400

439,864

Rio Tinto PLC sponsored ADR

750

139,403

Serco Group PLC

45,200

269,520

Tesco PLC

42,600

233,381

TOTAL UNITED KINGDOM

2,464,107

United States of America - 12.2%

Allergan, Inc.

1,900

75,373

Berkshire Hathaway, Inc. Class B (a)

80

307,200

FMC Technologies, Inc. (a)

1,000

34,990

Gilead Sciences, Inc. (a)

3,500

160,475

JPMorgan Chase & Co.

3,000

123,750

Juniper Networks, Inc. (a)

11,200

209,888

Lululemon Athletica, Inc. (a)

300

4,251

MasterCard, Inc. Class A

700

103,474

Mohawk Industries, Inc. (a)

700

33,866

Philip Morris International, Inc.

6,900

299,943

Pricesmart, Inc.

6,905

102,885

Varian Semiconductor Equipment Associates, Inc. (a)

2,800

54,936

Visa, Inc.

5,800

321,030

TOTAL UNITED STATES OF AMERICA

1,832,061

TOTAL COMMON STOCKS

(Cost $21,022,747)

14,919,785

Cash Equivalents - 1.4%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.14%, dated 10/31/08 due 11/3/08 (Collateralized by U.S. Treasury Obligations) #
(Cost $220,000)

$ 220,003

$ 220,000

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $21,242,747)

15,139,785

NET OTHER ASSETS - (0.5)%

(81,700)

NET ASSETS - 100%

$ 15,058,085

Legend

(a) Non-income producing

# Additional Information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$220,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 14,823

Banc of America Securities LLC

29,645

Barclays Capital, Inc.

29,645

Deutsche Bank Securities, Inc.

77,078

Morgan Stanley & Co., Inc.

2,107

UBS Securities LLC

66,702

 

$ 220,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 796

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $4,969,583 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including repurchase agreements of $220,000) - See accompanying schedule:

Unaffiliated issuers (cost $21,242,747)

 

$ 15,139,785

Cash

826

Receivable for investments sold

209,595

Receivable for fund shares sold

41,993

Dividends receivable

38,609

Distributions receivable from Fidelity Central Funds

556

Receivable from investment adviser for expense reductions

53,322

Other receivables

953

Total assets

15,485,639

 

 

 

Liabilities

Payable for investments purchased

$ 301,583

Payable for fund shares redeemed

60,128

Accrued management fee

9,220

Distribution fees payable

1,501

Other affiliated payables

5,737

Other payables and accrued expenses

49,385

Total liabilities

427,554

 

 

 

Net Assets

$ 15,058,085

Net Assets consist of:

 

Paid in capital

$ 26,452,349

Undistributed net investment income

181,332

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(5,470,327)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(6,105,269)

Net Assets

$ 15,058,085

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund
Financial Statements - continued

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($819,539 ÷ 149,987 shares)

$ 5.46

 

 

 

Maximum offering price per share (100/94.25 of $5.46)

$ 5.79

Class T:
Net Asset Value
and redemption price per share ($507,240 ÷ 93,049 shares)

$ 5.45

 

 

 

Maximum offering price per share (100/96.50 of $5.45)

$ 5.65

Class B:
Net Asset Value
and offering price per share
($642,349 ÷ 118,413 shares)A

$ 5.42

 

 

 

Class C:
Net Asset Value
and offering price per share
($683,961 ÷ 126,111 shares)A

$ 5.42

 

 

 

International Growth:
Net Asset Value
, offering price and redemption price per share ($11,883,653 ÷ 2,170,400 shares)

$ 5.48

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($521,343 ÷ 95,209 shares)

$ 5.48

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

For the period November 1, 2007
(commencement of operations)
to October 31, 2008

Investment Income

 

 

Dividends

 

$ 518,866

Interest

 

15,254

Income from Fidelity Central Funds

 

796

 

 

534,916

Less foreign taxes withheld

 

(45,586)

Total income

 

489,330

 

 

 

Expenses

Management fee

$ 151,935

Transfer agent fees

62,596

Distribution fees

24,223

Accounting and security lending fees

11,180

Custodian fees and expenses

112,910

Independent trustees' compensation

87

Registration fees

124,200

Audit

48,886

Legal

74

Miscellaneous

1,905

Total expenses before reductions

537,996

Expense reductions

(249,208)

288,788

Net investment income (loss)

200,542

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(5,463,869)

Foreign currency transactions

(18,590)

Total net realized gain (loss)

 

(5,482,459)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(6,103,378)

Assets and liabilities in foreign currencies

(1,891)

Total change in net unrealized appreciation (depreciation)

 

(6,105,269)

Net gain (loss)

(11,587,728)

Net increase (decrease) in net assets resulting from operations

$ (11,387,186)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund
Financial Statements - continued

Statement of Changes in Net Assets

 

For the period
November 1, 2007
(commencement of
operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 200,542

Net realized gain (loss)

(5,482,459)

Change in net unrealized appreciation (depreciation)

(6,105,269)

Net increase (decrease) in net assets resulting
from operations

(11,387,186)

Distributions to shareholders from net investment income

(7,494)

Share transactions - net increase (decrease)

26,448,569

Redemption fees

4,196

Total increase (decrease) in net assets

15,058,085

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $181,332)

$ 15,058,085

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .07

Net realized and unrealized gain (loss)

  (4.61)

Total from investment operations

  (4.54)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.46

Total Return A, B

  (45.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.88%

Expenses net of fee waivers, if any

  1.50%

Expenses net of all reductions

  1.48%

Net investment income (loss)

  .80%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 820

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.55)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.45

Total Return A, B

  (45.50)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.07%

Expenses net of fee waivers, if any

  1.75%

Expenses net of all reductions

  1.73%

Net investment income (loss)

  .55%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 507

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  - E

Net realized and unrealized gain (loss)

  (4.58)

Total from investment operations

  (4.58)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.42

Total Return A, B

  (45.80)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.55%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 642

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  - E

Net realized and unrealized gain (loss)

  (4.58)

Total from investment operations

  (4.58)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.42

Total Return A, B

  (45.80)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.52%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 684

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Growth

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .09

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.51)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 5.48

Total Return A

  (45.17)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  2.35%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 11,884

Portfolio turnover rate E

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .09

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.51)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 5.48

Total Return A

  (45.17)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  2.56%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 521

Portfolio turnover rate E

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Growth Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Growth and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 109,388

Unrealized depreciation

(6,715,400)

Net unrealized appreciation (depreciation)

(6,606,012)

Undistributed ordinary income

181,332

Capital loss carryforward

(4,969,583)

 

 

Cost for federal income tax purposes

$ 21,745,797

The tax character of distributions paid was as follows:

 

October 31, 2008

Ordinary Income

$ 7,494

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities short-term securities, aggregated $49,769,507 and $23,267,930, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over the performance period). The upward or downward adjustment to the management fee is based on the investment performance of the International Growth Class as compared to an appropriate benchmark index. The Fund's performance period began on December 1, 2007 and subsequent months will be added until the performance period includes 36 months. The Fund's performance adjustment will take effect in November 2008. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 2,271

$ 1,733

Class T

.25%

.25%

4,078

3,384

Class B

.75%

.25%

8,803

8,289

Class C

.75%

.25%

9,071

7,311

 

 

 

$ 24,223

$ 20,717

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,807

Class T

290

Class B*

923

 

$ 3,020

* When Class B shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 2,412

.27

Class T

1,573

.19

Class B

2,235

.25

Class C

2,280

.25

International Growth

52,882

.31

Institutional Class

1,214

.16

 

$ 62,596

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $742 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $31 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is

Annual Report

8. Security Lending - continued

determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $796.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 12,501

Class T

1.75%

10,738

Class B

2.25%

11,439

Class C

2.25%

11,520

International Growth

1.25%

188,565

Institutional Class

1.25%

10,170

 

 

$ 244,933

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,149 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $126.

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

FMR or its affiliates were the owners of record of 24% of the total outstanding shares of the Fund.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

From net investment income

 

International Growth

$ 7,036

Institutional Class

458

Total

$ 7,494

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Class A

 

 

Shares sold

163,688

$ 1,473,900

Shares redeemed

(13,701)

(105,944)

Net increase (decrease)

149,987

$ 1,367,956

Class T

 

 

Shares sold

120,600

$ 1,160,207

Shares redeemed

(27,551)

(234,209)

Net increase (decrease)

93,049

$ 925,998

Class B

 

 

Shares sold

130,340

$ 1,229,254

Shares redeemed

(11,927)

(88,741)

Net increase (decrease)

118,413

$ 1,140,513

Class C

 

 

Shares sold

147,998

$ 1,363,686

Shares redeemed

(21,887)

(174,264)

Net increase (decrease)

126,111

$ 1,189,422

International Growth

 

 

Shares sold

3,641,791

$ 32,862,391

Reinvestment of distributions

663

6,366

Shares redeemed

(1,472,054)

(11,980,798)

Net increase (decrease)

2,170,400

$ 20,887,959

Institutional Class

 

 

Shares sold

95,161

$ 936,263

Reinvestment of distributions

48

458

Net increase (decrease)

95,209

$ 936,721

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Growth Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the period indicated, the changes in its net assets for the period indicated and the financial highlights for the period indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Growth Fund's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Distributions (Unaudited)

The fund designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Growth Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity International Growth Fund


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The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Furthermore, the Board considered that the fund's management fee includes a performance adjustment component (that is, the fund's management fee will be subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index). The performance period commenced on November 1, 2007. Starting with the twelfth month, the performance adjustment takes effect.

Annual Report

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and Fidelity International Growth (retail class) ranked equal to its competitive median for the period, and the total expenses of Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and funds, as applicable, are listed below. The Board of Trustees governs each fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee each fund's activities, review contractual arrangements with companies that provide services to each fund, and review each fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The funds' Statement of Additional Information (SAI) include more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Proxy Voting Results

A special meeting of each fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual
fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

(letter_graphic)

For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agent

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

State Street Bank and Trust Company
Quincy, MA

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

IGF/TIE-UANN-1208
1.881355.100

fid1036

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Growth
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2008

Class A, Class T,
Class B, and Class C are
classes of Fidelity®
International Growth Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take Fidelity Advisor International Growth's cumulative total return and show you what would have happened if Fidelity Advisor International Growth shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Growth Fund - Class A on November 1, 2007, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE®) Growth Index performed over the same period.


fid1279

Annual Report

Management's Discussion of Fund Performance

Comments from Jed Weiss, Portfolio Manager of Fidelity Advisor International Growth Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the period from their inception on November 1, 2007, through October 31, 2008, the fund's Class A, Class T, Class B and Class C shares fell 45.40%, 45.50%, 45.80% and 45.80%, respectively (excluding sales charges), while the MSCI EAFE Growth Index fell 44.46%. The fund underperformed its benchmark partially due to unfavorable stock selection in the energy and information technology sectors. An overweighting and poor stock picks in diversified financials also detracted, as did not owning a position in German automaker Volkswagen, which had an extraordinary gain late in the period on heavy buying by a take-over suitor. Among other detracting factors were underweighted stakes in two solid-performing pharmaceuticals stocks - U.K.-based GlaxoSmithKline and Switzerland's Novartis - and an overweighted position in Singapore Exchange, a regional stock market. The fund was overweighted in consumer staples - especially in the food, beverage and tobacco group - and this defensive orientation helped, especially our sizable stake in Nestle, the Swiss multinational packaged goods company. Other contributors included Torishima Pump Manufacturing, a Japanese maker of pressure pumps used in desalination and power projects that I sold to take profits, and CSL, Ltd., an Australian biopharmaceutical company that focuses on blood plasma products.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity International Growth Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

Fidelity International Growth Fund
Shareholder Expense Example - continued

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 598.00

$ 6.03

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 597.60

$ 7.03

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 595.60

$ 9.02

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 595.60

$ 9.02

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

International Growth

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 599.60

$ 5.03

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 599.60

$ 5.03

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Fidelity International Growth Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Switzerland 18.2%

fid910

United Kingdom 16.4%

fid912

United States of America 13.1%

fid914

Japan 10.2%

fid916

Australia 6.7%

fid1003

Germany 5.9%

fid918

France 4.6%

fid920

Spain 3.8%

fid922

Netherlands 2.9%

fid926

Other 18.2%

fid1291

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

United Kingdom 18.6%

fid910

Switzerland 10.2%

fid912

United States of America 8.6%

fid914

Germany 8.6%

fid916

Japan 7.9%

fid1003

France 7.0%

fid918

Australia 5.8%

fid920

Canada 3.9%

fid922

South Africa 3.8%

fid926

Other 25.6%

fid1303

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

99.1

99.6

Short-Term Investments and Net Other Assets

0.9

0.4

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Reg.) (Switzerland, Food Products)

7.7

4.5

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

4.8

2.3

Novartis AG sponsored ADR (Switzerland, Pharmaceuticals)

3.6

0.0

CSL Ltd. (Australia, Biotechnology)

3.6

2.3

E.ON AG (Germany, Electric Utilities)

3.6

3.2

Reckitt Benckiser Group PLC (United Kingdom, Household Products)

2.9

1.5

Mitsubishi UFJ Financial Group, Inc. sponsored ADR (Japan, Commercial Banks)

2.7

0.0

Woolworths Ltd. (Australia, Food & Staples Retailing)

2.6

1.2

BAE Systems PLC (United Kingdom, Aerospace & Defense)

2.4

1.5

Visa, Inc. (United States of America, IT Services)

2.1

0.8

 

36.0

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Staples

25.0

17.4

Health Care

17.6

8.0

Financials

12.2

9.2

Information Technology

10.6

11.3

Industrials

8.0

14.5

Materials

7.3

15.7

Telecommunication Services

7.1

6.6

Utilities

5.1

5.0

Consumer Discretionary

3.6

5.1

Energy

2.6

4.9

Annual Report

Fidelity International Growth Fund

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 99.1%

Shares

Value

Australia - 6.7%

CSL Ltd.

22,127

$ 537,841

QBE Insurance Group Ltd.

4,688

79,940

Woolworths Ltd.

21,117

393,449

TOTAL AUSTRALIA

1,011,230

Belgium - 1.0%

InBev SA

3,600

145,199

Bermuda - 0.3%

Ports Design Ltd.

44,000

51,153

Brazil - 1.1%

BM&F BOVESPA SA

6,800

18,067

Companhia Vale do Rio Doce sponsored ADR

3,000

39,360

Petroleo Brasileiro SA - Petrobras sponsored ADR

3,900

104,871

TOTAL BRAZIL

162,298

Canada - 2.4%

Agnico-Eagle Mines Ltd.

3,600

99,300

Goldcorp, Inc.

8,000

149,544

Harry Winston Diamond Corp.

4,100

39,953

Potash Corp. of Saskatchewan, Inc.

800

68,208

TOTAL CANADA

357,005

Cayman Islands - 0.2%

China Dongxiang Group Co. Ltd.

124,000

36,480

Denmark - 1.5%

Novo Nordisk AS Series B sponsored ADR

2,700

144,477

Vestas Wind Systems AS (a)

1,960

80,281

TOTAL DENMARK

224,758

Finland - 1.0%

Nokia Corp. sponsored ADR

10,000

151,800

France - 4.6%

Alstom SA

2,310

114,492

Audika SA

1,900

44,302

Delachaux SA

709

38,995

GDF Suez

5,202

232,527

Groupe Danone

2,595

144,492

L'Air Liquide SA

600

51,777

Laurent-Perrier Group

290

23,511

Remy Cointreau SA

1,104

45,937

TOTAL FRANCE

696,033

Common Stocks - continued

Shares

Value

Germany - 5.9%

Bayer AG

2,200

$ 122,473

E.ON AG

14,000

535,595

Linde AG

800

67,185

Siemens AG sponsored ADR

2,800

168,420

TOTAL GERMANY

893,673

Hong Kong - 0.4%

Hong Kong Exchanges & Clearing Ltd.

6,500

65,915

India - 1.1%

Bharti Airtel Ltd. (a)

12,423

168,210

Ireland - 0.3%

CRH PLC sponsored ADR

2,000

42,320

Israel - 1.4%

Partner Communications Co. Ltd. ADR

11,400

212,952

Japan - 10.2%

Dydo Drinco, Inc.

800

19,201

East Japan Railway Co.

8

56,925

Kobayashi Pharmaceutical Co. Ltd.

2,100

67,279

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

63,600

398,772

Nagaileben Co. Ltd.

1,000

19,855

Nintendo Co. Ltd.

700

218,400

Nippon Building Fund, Inc.

5

48,043

Osaka Securities Exchange Co. Ltd.

9

29,572

Ozeki Co. Ltd.

200

4,888

Promise Co. Ltd.

5,750

103,202

Seven & I Holdings Co. Ltd.

2,000

56,153

Shiseido Co. Ltd.

5,000

103,000

Sony Financial Holdings, Inc.

33

107,320

Sumitomo Mitsui Financial Group, Inc.

39

156,338

Tsutsumi Jewelry Co. Ltd.

2,800

54,547

USS Co. Ltd.

1,470

90,033

TOTAL JAPAN

1,533,528

Korea (South) - 0.5%

NHN Corp. (a)

660

70,456

Mexico - 1.6%

America Movil SAB de CV Series L sponsored ADR

4,700

145,418

Fomento Economico Mexicano SA de CV sponsored ADR

1,300

32,877

Wal-Mart de Mexico SA de CV Series V

26,000

69,845

TOTAL MEXICO

248,140

Common Stocks - continued

Shares

Value

Netherlands - 2.9%

ASML Holding NV (NY Shares)

15,400

$ 270,270

Koninklijke KPN NV

3,500

49,291

QIAGEN NV (a)

2,600

37,076

Unilever NV (NY Shares)

3,200

76,960

TOTAL NETHERLANDS

433,597

Papua New Guinea - 0.2%

Lihir Gold Ltd. sponsored ADR (a)

2,500

31,950

Philippines - 0.2%

Jollibee Food Corp.

32,400

30,525

Singapore - 0.3%

Singapore Exchange Ltd.

12,000

42,953

South Africa - 1.9%

African Rainbow Minerals Ltd.

6,439

65,247

MTN Group Ltd.

19,500

217,554

TOTAL SOUTH AFRICA

282,801

Spain - 3.8%

Grifols SA

9,132

181,734

Inditex SA

2,200

74,365

Prosegur Comp Securidad SA (Reg.)

1,500

42,614

Telefonica SA sponsored ADR

4,800

266,448

TOTAL SPAIN

565,161

Sweden - 1.7%

H&M Hennes & Mauritz AB (B Shares)

3,800

136,239

Swedish Match Co.

8,400

116,627

TOTAL SWEDEN

252,866

Switzerland - 18.2%

ABB Ltd. sponsored ADR

5,100

67,065

Credit Suisse Group sponsored ADR

2,000

74,800

EFG International

3,950

85,016

Nestle SA (Reg.)

29,808

1,158,896

Novartis AG sponsored ADR

10,600

540,494

Roche Holding AG (participation certificate)

4,695

717,837

Sonova Holding AG

1,177

48,894

The Swatch Group AG (Reg.)

1,651

47,266

TOTAL SWITZERLAND

2,740,268

Turkey - 1.1%

Anadolu Efes Biracilik ve Malt Sanyii AS

10,800

90,959

Common Stocks - continued

Shares

Value

Turkey - continued

Asya Katilim Bankasi AS

42,500

$ 37,171

Tupras-Turkiye Petrol Rafinerileri AS

3,500

44,216

TOTAL TURKEY

172,346

United Kingdom - 16.4%

Autonomy Corp. PLC (a)

8,300

131,586

BAE Systems PLC

64,600

363,069

BG Group PLC

14,700

216,121

BHP Billiton PLC ADR

9,000

308,970

British American Tobacco PLC sponsored ADR

3,000

163,080

Datacash Group PLC

11,200

38,994

Man Group PLC

27,737

160,119

Reckitt Benckiser Group PLC

10,400

439,864

Rio Tinto PLC sponsored ADR

750

139,403

Serco Group PLC

45,200

269,520

Tesco PLC

42,600

233,381

TOTAL UNITED KINGDOM

2,464,107

United States of America - 12.2%

Allergan, Inc.

1,900

75,373

Berkshire Hathaway, Inc. Class B (a)

80

307,200

FMC Technologies, Inc. (a)

1,000

34,990

Gilead Sciences, Inc. (a)

3,500

160,475

JPMorgan Chase & Co.

3,000

123,750

Juniper Networks, Inc. (a)

11,200

209,888

Lululemon Athletica, Inc. (a)

300

4,251

MasterCard, Inc. Class A

700

103,474

Mohawk Industries, Inc. (a)

700

33,866

Philip Morris International, Inc.

6,900

299,943

Pricesmart, Inc.

6,905

102,885

Varian Semiconductor Equipment Associates, Inc. (a)

2,800

54,936

Visa, Inc.

5,800

321,030

TOTAL UNITED STATES OF AMERICA

1,832,061

TOTAL COMMON STOCKS

(Cost $21,022,747)

14,919,785

Cash Equivalents - 1.4%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.14%, dated 10/31/08 due 11/3/08 (Collateralized by U.S. Treasury Obligations) #
(Cost $220,000)

$ 220,003

$ 220,000

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $21,242,747)

15,139,785

NET OTHER ASSETS - (0.5)%

(81,700)

NET ASSETS - 100%

$ 15,058,085

Legend

(a) Non-income producing

# Additional Information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$220,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 14,823

Banc of America Securities LLC

29,645

Barclays Capital, Inc.

29,645

Deutsche Bank Securities, Inc.

77,078

Morgan Stanley & Co., Inc.

2,107

UBS Securities LLC

66,702

 

$ 220,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 796

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $4,969,583 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including repurchase agreements of $220,000) - See accompanying schedule:

Unaffiliated issuers (cost $21,242,747)

 

$ 15,139,785

Cash

826

Receivable for investments sold

209,595

Receivable for fund shares sold

41,993

Dividends receivable

38,609

Distributions receivable from Fidelity Central Funds

556

Receivable from investment adviser for expense reductions

53,322

Other receivables

953

Total assets

15,485,639

 

 

 

Liabilities

Payable for investments purchased

$ 301,583

Payable for fund shares redeemed

60,128

Accrued management fee

9,220

Distribution fees payable

1,501

Other affiliated payables

5,737

Other payables and accrued expenses

49,385

Total liabilities

427,554

 

 

 

Net Assets

$ 15,058,085

Net Assets consist of:

 

Paid in capital

$ 26,452,349

Undistributed net investment income

181,332

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(5,470,327)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(6,105,269)

Net Assets

$ 15,058,085

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($819,539 ÷ 149,987 shares)

$ 5.46

 

 

 

Maximum offering price per share (100/94.25 of $5.46)

$ 5.79

Class T:
Net Asset Value
and redemption price per share ($507,240 ÷ 93,049 shares)

$ 5.45

 

 

 

Maximum offering price per share (100/96.50 of $5.45)

$ 5.65

Class B:
Net Asset Value
and offering price per share
($642,349 ÷ 118,413 shares)A

$ 5.42

 

 

 

Class C:
Net Asset Value
and offering price per share
($683,961 ÷ 126,111 shares)A

$ 5.42

 

 

 

International Growth:
Net Asset Value
, offering price and redemption price per share ($11,883,653 ÷ 2,170,400 shares)

$ 5.48

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($521,343 ÷ 95,209 shares)

$ 5.48

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund
Financial Statements - continued

Statement of Operations

For the period November 1, 2007
(commencement of operations)
to October 31, 2008

Investment Income

 

 

Dividends

 

$ 518,866

Interest

 

15,254

Income from Fidelity Central Funds

 

796

 

 

534,916

Less foreign taxes withheld

 

(45,586)

Total income

 

489,330

 

 

 

Expenses

Management fee

$ 151,935

Transfer agent fees

62,596

Distribution fees

24,223

Accounting and security lending fees

11,180

Custodian fees and expenses

112,910

Independent trustees' compensation

87

Registration fees

124,200

Audit

48,886

Legal

74

Miscellaneous

1,905

Total expenses before reductions

537,996

Expense reductions

(249,208)

288,788

Net investment income (loss)

200,542

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(5,463,869)

Foreign currency transactions

(18,590)

Total net realized gain (loss)

 

(5,482,459)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(6,103,378)

Assets and liabilities in foreign currencies

(1,891)

Total change in net unrealized appreciation (depreciation)

 

(6,105,269)

Net gain (loss)

(11,587,728)

Net increase (decrease) in net assets resulting from operations

$ (11,387,186)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

For the period
November 1, 2007
(commencement of
operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 200,542

Net realized gain (loss)

(5,482,459)

Change in net unrealized appreciation (depreciation)

(6,105,269)

Net increase (decrease) in net assets resulting
from operations

(11,387,186)

Distributions to shareholders from net investment income

(7,494)

Share transactions - net increase (decrease)

26,448,569

Redemption fees

4,196

Total increase (decrease) in net assets

15,058,085

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $181,332)

$ 15,058,085

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .07

Net realized and unrealized gain (loss)

  (4.61)

Total from investment operations

  (4.54)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.46

Total Return A, B

  (45.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.88%

Expenses net of fee waivers, if any

  1.50%

Expenses net of all reductions

  1.48%

Net investment income (loss)

  .80%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 820

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.55)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.45

Total Return A, B

  (45.50)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.07%

Expenses net of fee waivers, if any

  1.75%

Expenses net of all reductions

  1.73%

Net investment income (loss)

  .55%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 507

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  - E

Net realized and unrealized gain (loss)

  (4.58)

Total from investment operations

  (4.58)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.42

Total Return A, B

  (45.80)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.55%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 642

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  - E

Net realized and unrealized gain (loss)

  (4.58)

Total from investment operations

  (4.58)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.42

Total Return A, B

  (45.80)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.52%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 684

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Growth

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .09

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.51)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 5.48

Total Return A

  (45.17)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  2.35%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 11,884

Portfolio turnover rate E

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .09

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.51)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 5.48

Total Return A

  (45.17)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  2.56%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 521

Portfolio turnover rate E

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Growth Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Growth and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 109,388

Unrealized depreciation

(6,715,400)

Net unrealized appreciation (depreciation)

(6,606,012)

Undistributed ordinary income

181,332

Capital loss carryforward

(4,969,583)

 

 

Cost for federal income tax purposes

$ 21,745,797

The tax character of distributions paid was as follows:

 

October 31, 2008

Ordinary Income

$ 7,494

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities short-term securities, aggregated $49,769,507 and $23,267,930, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over the performance period). The upward or downward adjustment to the management fee is based on the investment performance of the International Growth Class as compared to an appropriate benchmark index. The Fund's performance period began on December 1, 2007 and subsequent months will be added until the performance period includes 36 months. The Fund's performance adjustment will take effect in November 2008. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 2,271

$ 1,733

Class T

.25%

.25%

4,078

3,384

Class B

.75%

.25%

8,803

8,289

Class C

.75%

.25%

9,071

7,311

 

 

 

$ 24,223

$ 20,717

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,807

Class T

290

Class B*

923

 

$ 3,020

* When Class B shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 2,412

.27

Class T

1,573

.19

Class B

2,235

.25

Class C

2,280

.25

International Growth

52,882

.31

Institutional Class

1,214

.16

 

$ 62,596

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $742 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $31 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is

Annual Report

8. Security Lending - continued

determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $796.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 12,501

Class T

1.75%

10,738

Class B

2.25%

11,439

Class C

2.25%

11,520

International Growth

1.25%

188,565

Institutional Class

1.25%

10,170

 

 

$ 244,933

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,149 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $126.

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

FMR or its affiliates were the owners of record of 24% of the total outstanding shares of the Fund.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

From net investment income

 

International Growth

$ 7,036

Institutional Class

458

Total

$ 7,494

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Class A

 

 

Shares sold

163,688

$ 1,473,900

Shares redeemed

(13,701)

(105,944)

Net increase (decrease)

149,987

$ 1,367,956

Class T

 

 

Shares sold

120,600

$ 1,160,207

Shares redeemed

(27,551)

(234,209)

Net increase (decrease)

93,049

$ 925,998

Class B

 

 

Shares sold

130,340

$ 1,229,254

Shares redeemed

(11,927)

(88,741)

Net increase (decrease)

118,413

$ 1,140,513

Class C

 

 

Shares sold

147,998

$ 1,363,686

Shares redeemed

(21,887)

(174,264)

Net increase (decrease)

126,111

$ 1,189,422

International Growth

 

 

Shares sold

3,641,791

$ 32,862,391

Reinvestment of distributions

663

6,366

Shares redeemed

(1,472,054)

(11,980,798)

Net increase (decrease)

2,170,400

$ 20,887,959

Institutional Class

 

 

Shares sold

95,161

$ 936,263

Reinvestment of distributions

48

458

Net increase (decrease)

95,209

$ 936,721

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Growth Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the period indicated, the changes in its net assets for the period indicated and the financial highlights for the period indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Growth Fund's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Growth Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity International Growth Fund


fid1305

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Furthermore, the Board considered that the fund's management fee includes a performance adjustment component (that is, the fund's management fee will be subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index). The performance period commenced on November 1, 2007. Starting with the twelfth month, the performance adjustment takes effect.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and Fidelity International Growth (retail class) ranked equal to its competitive median for the period, and the total expenses of Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AIGF-UANN-1208
1.853348.100

fid959

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Growth
Fund - Institutional Class

Annual Report

October 31, 2008

Institutional Class is
a class of Fidelity®
International Growth Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take Fidelity Advisor International Growth's cumulative total return and show you what would have happened if Fidelity Advisor International Growth shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Growth Fund - Institutional Class on November 1, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE®) Growth Index performed over the same period.


fid1321

Annual Report

Management's Discussion of Fund Performance

Comments from Jed Weiss, Portfolio Manager of Fidelity Advisor International Growth Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the period from their inception on November 1, 2007, through October 31, 2008, the fund's Institutional Class shares fell 45.17%, while the MSCI EAFE Growth Index fell 44.46%. The fund underperformed its benchmark partially due to unfavorable stock selection in the energy and information technology sectors. An overweighting and poor stock picks in diversified financials also detracted, as did not owning a position in German automaker Volkswagen, which had an extraordinary gain late in the period on heavy buying by a take-over suitor. Among other detracting factors were underweighted stakes in two solid-performing pharmaceuticals stocks - U.K.-based GlaxoSmithKline and Switzerland's Novartis - and an overweighted position in Singapore Exchange, a regional stock market. The fund was overweighted in consumer staples - especially in the food, beverage and tobacco group - and this defensive orientation helped, especially our sizable stake in Nestle, the Swiss multinational packaged goods company. Other contributors included Torishima Pump Manufacturing, a Japanese maker of pressure pumps used in desalination and power projects that I sold to take profits, and CSL, Ltd., an Australian biopharmaceutical company that focuses on blood plasma products.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity International Growth Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

Fidelity International Growth Fund
Shareholder Expense Example - continued

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 598.00

$ 6.03

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 597.60

$ 7.03

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 595.60

$ 9.02

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 595.60

$ 9.02

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

International Growth

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 599.60

$ 5.03

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 599.60

$ 5.03

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Fidelity International Growth Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Switzerland 18.2%

fid910

United Kingdom 16.4%

fid912

United States of America 13.1%

fid914

Japan 10.2%

fid916

Australia 6.7%

fid1003

Germany 5.9%

fid918

France 4.6%

fid920

Spain 3.8%

fid922

Netherlands 2.9%

fid926

Other 18.2%

fid1333

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

United Kingdom 18.6%

fid910

Switzerland 10.2%

fid912

United States of America 8.6%

fid914

Germany 8.6%

fid916

Japan 7.9%

fid1003

France 7.0%

fid918

Australia 5.8%

fid920

Canada 3.9%

fid922

South Africa 3.8%

fid926

Other 25.6%

fid1345

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

99.1

99.6

Short-Term Investments and Net Other Assets

0.9

0.4

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Nestle SA (Reg.) (Switzerland, Food Products)

7.7

4.5

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

4.8

2.3

Novartis AG sponsored ADR (Switzerland, Pharmaceuticals)

3.6

0.0

CSL Ltd. (Australia, Biotechnology)

3.6

2.3

E.ON AG (Germany, Electric Utilities)

3.6

3.2

Reckitt Benckiser Group PLC (United Kingdom, Household Products)

2.9

1.5

Mitsubishi UFJ Financial Group, Inc. sponsored ADR (Japan, Commercial Banks)

2.7

0.0

Woolworths Ltd. (Australia, Food & Staples Retailing)

2.6

1.2

BAE Systems PLC (United Kingdom, Aerospace & Defense)

2.4

1.5

Visa, Inc. (United States of America, IT Services)

2.1

0.8

 

36.0

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Staples

25.0

17.4

Health Care

17.6

8.0

Financials

12.2

9.2

Information Technology

10.6

11.3

Industrials

8.0

14.5

Materials

7.3

15.7

Telecommunication Services

7.1

6.6

Utilities

5.1

5.0

Consumer Discretionary

3.6

5.1

Energy

2.6

4.9

Annual Report

Fidelity International Growth Fund

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 99.1%

Shares

Value

Australia - 6.7%

CSL Ltd.

22,127

$ 537,841

QBE Insurance Group Ltd.

4,688

79,940

Woolworths Ltd.

21,117

393,449

TOTAL AUSTRALIA

1,011,230

Belgium - 1.0%

InBev SA

3,600

145,199

Bermuda - 0.3%

Ports Design Ltd.

44,000

51,153

Brazil - 1.1%

BM&F BOVESPA SA

6,800

18,067

Companhia Vale do Rio Doce sponsored ADR

3,000

39,360

Petroleo Brasileiro SA - Petrobras sponsored ADR

3,900

104,871

TOTAL BRAZIL

162,298

Canada - 2.4%

Agnico-Eagle Mines Ltd.

3,600

99,300

Goldcorp, Inc.

8,000

149,544

Harry Winston Diamond Corp.

4,100

39,953

Potash Corp. of Saskatchewan, Inc.

800

68,208

TOTAL CANADA

357,005

Cayman Islands - 0.2%

China Dongxiang Group Co. Ltd.

124,000

36,480

Denmark - 1.5%

Novo Nordisk AS Series B sponsored ADR

2,700

144,477

Vestas Wind Systems AS (a)

1,960

80,281

TOTAL DENMARK

224,758

Finland - 1.0%

Nokia Corp. sponsored ADR

10,000

151,800

France - 4.6%

Alstom SA

2,310

114,492

Audika SA

1,900

44,302

Delachaux SA

709

38,995

GDF Suez

5,202

232,527

Groupe Danone

2,595

144,492

L'Air Liquide SA

600

51,777

Laurent-Perrier Group

290

23,511

Remy Cointreau SA

1,104

45,937

TOTAL FRANCE

696,033

Common Stocks - continued

Shares

Value

Germany - 5.9%

Bayer AG

2,200

$ 122,473

E.ON AG

14,000

535,595

Linde AG

800

67,185

Siemens AG sponsored ADR

2,800

168,420

TOTAL GERMANY

893,673

Hong Kong - 0.4%

Hong Kong Exchanges & Clearing Ltd.

6,500

65,915

India - 1.1%

Bharti Airtel Ltd. (a)

12,423

168,210

Ireland - 0.3%

CRH PLC sponsored ADR

2,000

42,320

Israel - 1.4%

Partner Communications Co. Ltd. ADR

11,400

212,952

Japan - 10.2%

Dydo Drinco, Inc.

800

19,201

East Japan Railway Co.

8

56,925

Kobayashi Pharmaceutical Co. Ltd.

2,100

67,279

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

63,600

398,772

Nagaileben Co. Ltd.

1,000

19,855

Nintendo Co. Ltd.

700

218,400

Nippon Building Fund, Inc.

5

48,043

Osaka Securities Exchange Co. Ltd.

9

29,572

Ozeki Co. Ltd.

200

4,888

Promise Co. Ltd.

5,750

103,202

Seven & I Holdings Co. Ltd.

2,000

56,153

Shiseido Co. Ltd.

5,000

103,000

Sony Financial Holdings, Inc.

33

107,320

Sumitomo Mitsui Financial Group, Inc.

39

156,338

Tsutsumi Jewelry Co. Ltd.

2,800

54,547

USS Co. Ltd.

1,470

90,033

TOTAL JAPAN

1,533,528

Korea (South) - 0.5%

NHN Corp. (a)

660

70,456

Mexico - 1.6%

America Movil SAB de CV Series L sponsored ADR

4,700

145,418

Fomento Economico Mexicano SA de CV sponsored ADR

1,300

32,877

Wal-Mart de Mexico SA de CV Series V

26,000

69,845

TOTAL MEXICO

248,140

Common Stocks - continued

Shares

Value

Netherlands - 2.9%

ASML Holding NV (NY Shares)

15,400

$ 270,270

Koninklijke KPN NV

3,500

49,291

QIAGEN NV (a)

2,600

37,076

Unilever NV (NY Shares)

3,200

76,960

TOTAL NETHERLANDS

433,597

Papua New Guinea - 0.2%

Lihir Gold Ltd. sponsored ADR (a)

2,500

31,950

Philippines - 0.2%

Jollibee Food Corp.

32,400

30,525

Singapore - 0.3%

Singapore Exchange Ltd.

12,000

42,953

South Africa - 1.9%

African Rainbow Minerals Ltd.

6,439

65,247

MTN Group Ltd.

19,500

217,554

TOTAL SOUTH AFRICA

282,801

Spain - 3.8%

Grifols SA

9,132

181,734

Inditex SA

2,200

74,365

Prosegur Comp Securidad SA (Reg.)

1,500

42,614

Telefonica SA sponsored ADR

4,800

266,448

TOTAL SPAIN

565,161

Sweden - 1.7%

H&M Hennes & Mauritz AB (B Shares)

3,800

136,239

Swedish Match Co.

8,400

116,627

TOTAL SWEDEN

252,866

Switzerland - 18.2%

ABB Ltd. sponsored ADR

5,100

67,065

Credit Suisse Group sponsored ADR

2,000

74,800

EFG International

3,950

85,016

Nestle SA (Reg.)

29,808

1,158,896

Novartis AG sponsored ADR

10,600

540,494

Roche Holding AG (participation certificate)

4,695

717,837

Sonova Holding AG

1,177

48,894

The Swatch Group AG (Reg.)

1,651

47,266

TOTAL SWITZERLAND

2,740,268

Turkey - 1.1%

Anadolu Efes Biracilik ve Malt Sanyii AS

10,800

90,959

Common Stocks - continued

Shares

Value

Turkey - continued

Asya Katilim Bankasi AS

42,500

$ 37,171

Tupras-Turkiye Petrol Rafinerileri AS

3,500

44,216

TOTAL TURKEY

172,346

United Kingdom - 16.4%

Autonomy Corp. PLC (a)

8,300

131,586

BAE Systems PLC

64,600

363,069

BG Group PLC

14,700

216,121

BHP Billiton PLC ADR

9,000

308,970

British American Tobacco PLC sponsored ADR

3,000

163,080

Datacash Group PLC

11,200

38,994

Man Group PLC

27,737

160,119

Reckitt Benckiser Group PLC

10,400

439,864

Rio Tinto PLC sponsored ADR

750

139,403

Serco Group PLC

45,200

269,520

Tesco PLC

42,600

233,381

TOTAL UNITED KINGDOM

2,464,107

United States of America - 12.2%

Allergan, Inc.

1,900

75,373

Berkshire Hathaway, Inc. Class B (a)

80

307,200

FMC Technologies, Inc. (a)

1,000

34,990

Gilead Sciences, Inc. (a)

3,500

160,475

JPMorgan Chase & Co.

3,000

123,750

Juniper Networks, Inc. (a)

11,200

209,888

Lululemon Athletica, Inc. (a)

300

4,251

MasterCard, Inc. Class A

700

103,474

Mohawk Industries, Inc. (a)

700

33,866

Philip Morris International, Inc.

6,900

299,943

Pricesmart, Inc.

6,905

102,885

Varian Semiconductor Equipment Associates, Inc. (a)

2,800

54,936

Visa, Inc.

5,800

321,030

TOTAL UNITED STATES OF AMERICA

1,832,061

TOTAL COMMON STOCKS

(Cost $21,022,747)

14,919,785

Cash Equivalents - 1.4%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.14%, dated 10/31/08 due 11/3/08 (Collateralized by U.S. Treasury Obligations) #
(Cost $220,000)

$ 220,003

$ 220,000

TOTAL INVESTMENT PORTFOLIO - 100.5%

(Cost $21,242,747)

15,139,785

NET OTHER ASSETS - (0.5)%

(81,700)

NET ASSETS - 100%

$ 15,058,085

Legend

(a) Non-income producing

# Additional Information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$220,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 14,823

Banc of America Securities LLC

29,645

Barclays Capital, Inc.

29,645

Deutsche Bank Securities, Inc.

77,078

Morgan Stanley & Co., Inc.

2,107

UBS Securities LLC

66,702

 

$ 220,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 796

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $4,969,583 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including repurchase agreements of $220,000) - See accompanying schedule:

Unaffiliated issuers (cost $21,242,747)

 

$ 15,139,785

Cash

826

Receivable for investments sold

209,595

Receivable for fund shares sold

41,993

Dividends receivable

38,609

Distributions receivable from Fidelity Central Funds

556

Receivable from investment adviser for expense reductions

53,322

Other receivables

953

Total assets

15,485,639

 

 

 

Liabilities

Payable for investments purchased

$ 301,583

Payable for fund shares redeemed

60,128

Accrued management fee

9,220

Distribution fees payable

1,501

Other affiliated payables

5,737

Other payables and accrued expenses

49,385

Total liabilities

427,554

 

 

 

Net Assets

$ 15,058,085

Net Assets consist of:

 

Paid in capital

$ 26,452,349

Undistributed net investment income

181,332

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(5,470,327)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(6,105,269)

Net Assets

$ 15,058,085

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($819,539 ÷ 149,987 shares)

$ 5.46

 

 

 

Maximum offering price per share (100/94.25 of $5.46)

$ 5.79

Class T:
Net Asset Value
and redemption price per share ($507,240 ÷ 93,049 shares)

$ 5.45

 

 

 

Maximum offering price per share (100/96.50 of $5.45)

$ 5.65

Class B:
Net Asset Value
and offering price per share
($642,349 ÷ 118,413 shares)A

$ 5.42

 

 

 

Class C:
Net Asset Value
and offering price per share
($683,961 ÷ 126,111 shares)A

$ 5.42

 

 

 

International Growth:
Net Asset Value
, offering price and redemption price per share ($11,883,653 ÷ 2,170,400 shares)

$ 5.48

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($521,343 ÷ 95,209 shares)

$ 5.48

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund
Financial Statements - continued

Statement of Operations

For the period November 1, 2007
(commencement of operations)
to October 31, 2008

Investment Income

 

 

Dividends

 

$ 518,866

Interest

 

15,254

Income from Fidelity Central Funds

 

796

 

 

534,916

Less foreign taxes withheld

 

(45,586)

Total income

 

489,330

 

 

 

Expenses

Management fee

$ 151,935

Transfer agent fees

62,596

Distribution fees

24,223

Accounting and security lending fees

11,180

Custodian fees and expenses

112,910

Independent trustees' compensation

87

Registration fees

124,200

Audit

48,886

Legal

74

Miscellaneous

1,905

Total expenses before reductions

537,996

Expense reductions

(249,208)

288,788

Net investment income (loss)

200,542

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(5,463,869)

Foreign currency transactions

(18,590)

Total net realized gain (loss)

 

(5,482,459)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(6,103,378)

Assets and liabilities in foreign currencies

(1,891)

Total change in net unrealized appreciation (depreciation)

 

(6,105,269)

Net gain (loss)

(11,587,728)

Net increase (decrease) in net assets resulting from operations

$ (11,387,186)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

For the period
November 1, 2007
(commencement of
operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 200,542

Net realized gain (loss)

(5,482,459)

Change in net unrealized appreciation (depreciation)

(6,105,269)

Net increase (decrease) in net assets resulting
from operations

(11,387,186)

Distributions to shareholders from net investment income

(7,494)

Share transactions - net increase (decrease)

26,448,569

Redemption fees

4,196

Total increase (decrease) in net assets

15,058,085

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $181,332)

$ 15,058,085

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .07

Net realized and unrealized gain (loss)

  (4.61)

Total from investment operations

  (4.54)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.46

Total Return A, B

  (45.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.88%

Expenses net of fee waivers, if any

  1.50%

Expenses net of all reductions

  1.48%

Net investment income (loss)

  .80%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 820

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.55)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.45

Total Return A, B

  (45.50)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.07%

Expenses net of fee waivers, if any

  1.75%

Expenses net of all reductions

  1.73%

Net investment income (loss)

  .55%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 507

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  - E

Net realized and unrealized gain (loss)

  (4.58)

Total from investment operations

  (4.58)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.42

Total Return A, B

  (45.80)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.55%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 642

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  - E

Net realized and unrealized gain (loss)

  (4.58)

Total from investment operations

  (4.58)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 5.42

Total Return A, B

  (45.80)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  3.52%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 684

Portfolio turnover rate F

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Growth

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .09

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.51)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 5.48

Total Return A

  (45.17)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  2.35%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 11,884

Portfolio turnover rate E

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

 
For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .09

Net realized and unrealized gain (loss)

  (4.60)

Total from investment operations

  (4.51)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 5.48

Total Return A

  (45.17)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  2.56%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.05%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 521

Portfolio turnover rate E

  115%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity International Growth Fund

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Growth Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Growth and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 109,388

Unrealized depreciation

(6,715,400)

Net unrealized appreciation (depreciation)

(6,606,012)

Undistributed ordinary income

181,332

Capital loss carryforward

(4,969,583)

 

 

Cost for federal income tax purposes

$ 21,745,797

The tax character of distributions paid was as follows:

 

October 31, 2008

Ordinary Income

$ 7,494

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities short-term securities, aggregated $49,769,507 and $23,267,930, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over the performance period). The upward or downward adjustment to the management fee is based on the investment performance of the International Growth Class as compared to an appropriate benchmark index. The Fund's performance period began on December 1, 2007 and subsequent months will be added until the performance period includes 36 months. The Fund's performance adjustment will take effect in November 2008. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 2,271

$ 1,733

Class T

.25%

.25%

4,078

3,384

Class B

.75%

.25%

8,803

8,289

Class C

.75%

.25%

9,071

7,311

 

 

 

$ 24,223

$ 20,717

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,807

Class T

290

Class B*

923

 

$ 3,020

* When Class B shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 2,412

.27

Class T

1,573

.19

Class B

2,235

.25

Class C

2,280

.25

International Growth

52,882

.31

Institutional Class

1,214

.16

 

$ 62,596

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $742 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $31 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is

Annual Report

8. Security Lending - continued

determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $796.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 12,501

Class T

1.75%

10,738

Class B

2.25%

11,439

Class C

2.25%

11,520

International Growth

1.25%

188,565

Institutional Class

1.25%

10,170

 

 

$ 244,933

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $4,149 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $126.

Annual Report

Fidelity International Growth Fund
Notes to Financial Statements - continued

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

FMR or its affiliates were the owners of record of 24% of the total outstanding shares of the Fund.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

From net investment income

 

International Growth

$ 7,036

Institutional Class

458

Total

$ 7,494

Annual Report

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Class A

 

 

Shares sold

163,688

$ 1,473,900

Shares redeemed

(13,701)

(105,944)

Net increase (decrease)

149,987

$ 1,367,956

Class T

 

 

Shares sold

120,600

$ 1,160,207

Shares redeemed

(27,551)

(234,209)

Net increase (decrease)

93,049

$ 925,998

Class B

 

 

Shares sold

130,340

$ 1,229,254

Shares redeemed

(11,927)

(88,741)

Net increase (decrease)

118,413

$ 1,140,513

Class C

 

 

Shares sold

147,998

$ 1,363,686

Shares redeemed

(21,887)

(174,264)

Net increase (decrease)

126,111

$ 1,189,422

International Growth

 

 

Shares sold

3,641,791

$ 32,862,391

Reinvestment of distributions

663

6,366

Shares redeemed

(1,472,054)

(11,980,798)

Net increase (decrease)

2,170,400

$ 20,887,959

Institutional Class

 

 

Shares sold

95,161

$ 936,263

Reinvestment of distributions

48

458

Net increase (decrease)

95,209

$ 936,721

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and the Shareholders of Fidelity International Growth Fund:

In our opinion, the accompanying statement of assets and liabilities, including the schedule of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of Fidelity International Growth Fund (a fund of Fidelity Investment Trust) at October 31, 2008, the results of its operations for the period indicated, the changes in its net assets for the period indicated and the financial highlights for the period indicated, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fidelity International Growth Fund's management. Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit of these financial statements in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audit, which included confirmation of securities at October 31, 2008 by correspondence with the custodian and brokers, provides a reasonable basis for our opinion.

/s/ PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

Institutional Class designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Growth Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity International Growth Fund


fid1347

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Furthermore, the Board considered that the fund's management fee includes a performance adjustment component (that is, the fund's management fee will be subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index). The performance period commenced on November 1, 2007. Starting with the twelfth month, the performance adjustment takes effect.

Annual Report

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and Fidelity International Growth (retail class) ranked equal to its competitive median for the period, and the total expenses of Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank and Trust Company

Quincy, MA

AIGFI-UANN-1208
1.853341.100

fid959

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
Total International Equity
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2008

Class A, Class T,
Class B, and Class C are
classes of Fidelity® Total
International Equity Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take Fidelity Total International Equity Fund's cumulative total return and show you what would have happened if Fidelity Total International Equity Fund's shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Total International Equity Fund - Class A on November 1, 2007, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWISM (All Country World Index) ex USA Index performed over the same period.


fid1363

Annual Report

Management's Discussion of Fund Performance

Comments from George Stairs and Jed Weiss, Co-Lead Portfolio Managers of Fidelity Advisor Total International Equity Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the period from their inception on November 1, 2007, through October 31, 2008, the fund's Class A, Class T, Class B and Class C shares fell 51.00%, 51.20%, 51.40% and 51.40%, respectively (excluding sales charges), versus a decline of 47.98% for the MSCI All Country World ex USA Index. We underperformed the index mainly due to unfavorable security selection, with the greatest damage coming from our picks in financials, consumer discretionary, energy and materials, which were among the weakest sectors of the global economy. The biggest relative detractors were German automaker Volkswagen, an index component we didn't own that had an extraordinary gain late in the period; European banking companies UniCredit, based in Italy, and HBOS, headquartered in Scotland; and Petroleum Geo-Services, a Norwegian energy services firm. The fund gained back some ground versus the index due to our decision to lengthen the fund's overexposure to the more-defensive areas of the index, while creating greater underweightings in the weakest sectors. Among holdings that contributed to the fund's relative performance were such defensively oriented stocks as Roche Holding, the giant Swiss drug maker; Nestle, a multinational packaged goods company also based in Switzerland; and Osaka Gas, a Japanese natural gas utility.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Total International Equity Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Fidelity Total International Equity Fund
Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 539.60

$ 5.81

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 538.00

$ 6.77

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 537.00

$ 8.69

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 537.00

$ 8.69

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Total International Equity

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 540.20

$ 4.84

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 540.20

$ 4.84

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Fidelity Total International Equity Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 14.1%

fid910

United Kingdom 13.8%

fid912

Switzerland 11.0%

fid914

Germany 8.7%

fid916

France 7.2%

fid1003

United States of America 6.9%

fid918

Australia 3.6%

fid920

Spain 3.1%

fid922

Italy 2.4%

fid926

Other 29.2%

fid1375

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

United Kingdom 14.5%

fid910

Japan 12.8%

fid912

Germany 8.7%

fid914

France 6.7%

fid916

Switzerland 6.7%

fid1003

United States of America 6.0%

fid918

Spain 3.6%

fid920

Australia 3.5%

fid922

Brazil 3.4%

fid926

Other 34.1%

fid1387

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

98.4

98.2

Short-Term Investments and Net Other Assets

1.6

1.8

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

3.5

2.0

Nestle SA (Reg.) (Switzerland, Food Products)

3.4

1.9

E.ON AG (Germany, Electric Utilities)

2.8

2.1

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

2.1

1.3

Toyota Motor Corp. (Japan, Automobiles)

1.7

1.3

Telefonica SA sponsored ADR (Spain, Diversified Telecommunication Services)

1.4

1.1

Novartis AG sponsored ADR (Switzerland, Pharmaceuticals)

1.4

0.0

CSL Ltd. (Australia, Biotechnology)

1.4

0.9

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.) (Germany, Insurance)

1.4

0.9

BAE Systems PLC (United Kingdom, Aerospace & Defense)

1.3

0.8

 

20.4

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.9

22.2

Consumer Staples

12.9

9.2

Energy

10.1

10.8

Health Care

9.8

5.0

Industrials

8.5

11.1

Information Technology

7.9

10.4

Materials

7.0

11.0

Telecommunication Services

6.7

5.7

Consumer Discretionary

6.6

7.1

Utilities

6.0

5.1

Annual Report

Fidelity Total International Equity Fund

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 97.9%

Shares

Value

Australia - 3.6%

AMP Ltd.

40,791

$ 148,301

CSL Ltd.

22,484

546,518

Macquarie Airports unit

50,093

71,204

Macquarie Group Ltd.

3,701

73,386

Macquarie Infrastructure Group unit

69,883

91,550

QBE Insurance Group Ltd.

4,764

81,236

Silex Systems Ltd. (a)

10,000

26,037

Sino Gold Mining Ltd. (a)

4,504

10,369

Woolworths Ltd.

21,457

399,784

TOTAL AUSTRALIA

1,448,385

Bahrain - 0.0%

Gulf Finance House BSC GDR (b)

400

6,800

Belgium - 0.4%

InBev SA

3,600

145,199

Bermuda - 0.5%

China Solar Energy Holding Ltd. (a)

140,000

829

ChipMOS TECHNOLOGIES (Bermuda) Ltd. (a)

6,000

3,066

Credicorp Ltd. (NY Shares)

500

19,635

Global Digital Creations Holdings Ltd. (a)

64,000

734

Ports Design Ltd.

47,500

55,222

Seadrill Ltd.

13,600

130,941

West Siberian Resources Ltd. SDR (a)

14,000

5,661

TOTAL BERMUDA

216,088

Brazil - 2.3%

America Latina Logistica SA unit

3,700

17,062

Anhanguera Educacional Participacoes SA unit

1,418

10,483

Banco Bradesco SA:

(PN)

6,000

68,894

(PN) sponsored ADR

1,100

12,870

Banco Daycoval SA (PN)

5,400

13,474

BM&F BOVESPA SA

7,000

18,598

Companhia Siderurgica Nacional SA (CSN) sponsored ADR

1,300

17,680

Companhia Vale do Rio Doce sponsored ADR

9,800

128,576

GVT Holding SA (a)

900

9,793

Medial Saude SA

700

2,199

MRV Engenharia e Participacoes SA

1,300

6,734

Net Servicos de Comunicacao SA sponsored ADR

2,400

15,696

Petroleo Brasileiro SA - Petrobras:

(PN) sponsored ADR (non-vtg.)

3,100

68,417

sponsored ADR

12,500

336,125

Common Stocks - continued

Shares

Value

Brazil - continued

Redecard SA

1,000

$ 10,863

Tele Norte Leste Participacoes SA sponsored ADR (non-vtg.)

1,200

16,296

Uniao de Bancos Brasileiros SA (Unibanco) GDR

2,600

164,008

Votorantim Celulose e Papel SA sponsored ADR (non-vtg.)

700

7,063

TOTAL BRAZIL

924,831

Canada - 1.7%

Addax Petroleum, Inc.

500

7,464

Agnico-Eagle Mines Ltd.

3,700

102,058

Canadian Natural Resources Ltd.

900

45,396

First Quantum Minerals Ltd.

3,700

77,940

Goldcorp, Inc.

8,100

151,413

Harry Winston Diamond Corp.

4,200

40,927

Nexen, Inc.

3,200

50,794

Petrobank Energy & Resources Ltd. (a)

3,700

70,576

Potash Corp. of Saskatchewan, Inc.

800

68,208

Sino-Forest Corp. (a)

700

6,548

SouthGobi Energy Resources Ltd. (a)

800

5,573

Timminco Ltd. (a)

10,000

56,394

TOTAL CANADA

683,291

Cayman Islands - 2.0%

AAC Acoustic Technology Holdings, Inc. (a)

14,000

7,299

AirMedia Group, Inc. ADR

100

588

Chaoda Modern Agriculture (Holdings) Ltd.

188,900

133,084

China Digital TV Holding Co. Ltd. ADR

1,300

7,787

China Dongxiang Group Co. Ltd.

126,000

37,068

China High Speed Transmission Equipment Group Co. Ltd.

50,000

39,638

Foxconn International Holdings Ltd. (a)

23,000

8,463

Himax Technologies, Inc. sponsored ADR

30,300

56,661

Intime Department Store Group Co. Ltd.

64,000

18,948

LDK Solar Co. Ltd. sponsored ADR (a)

2,000

36,320

SinoCom Software Group Ltd.

154,000

11,138

Subsea 7, Inc. (a)

4,500

35,770

The United Laboratories International Holdings Ltd.

34,000

8,071

Transocean, Inc. (a)

4,420

363,899

Xinao Gas Holdings Ltd.

12,000

10,459

Yingli Green Energy Holding Co. Ltd. ADR (a)

3,900

20,553

TOTAL CAYMAN ISLANDS

795,746

China - 1.6%

China Communications Construction Co. Ltd. (H Shares)

22,000

15,583

China Construction Bank Corp. (H Shares)

247,000

122,531

Common Stocks - continued

Shares

Value

China - continued

China Gas Holdings Ltd.

104,000

$ 8,561

China Merchants Bank Co. Ltd. (H Shares)

17,000

26,045

China Nepstar Chain Drugstore Ltd. ADR

100

415

China Shenhua Energy Co. Ltd. (H Shares)

10,500

19,935

China South Locomotive & Rolling Stock Corp. Ltd. (H Shares)

50,000

18,101

China TechFaith Wireless Communication Technology Ltd. sponsored ADR (a)

5,000

4,450

China Yurun Food Group Ltd.

16,000

19,017

Dongfang Electric Corp. Ltd.

6,000

11,680

Focus Media Holding Ltd. ADR (a)

2,500

46,325

Global Bio-Chem Technology Group Co. Ltd.

580,000

80,833

Golden Eagle Retail Group Ltd. (H Shares)

48,000

25,096

Industrial & Commercial Bank of China

189,000

88,928

Nine Dragons Paper (Holdings) Ltd.

118,000

20,349

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

6,000

25,660

Shanda Interactive Entertainment Ltd. sponsored ADR (a)

3,800

105,070

ZTE Corp. (H Shares)

3,800

8,593

TOTAL CHINA

647,172

Cyprus - 0.2%

Marfin Popular Bank Public Co.

19,739

66,858

XXI Century Investments Public Ltd. (a)

1,000

521

TOTAL CYPRUS

67,379

Czech Republic - 0.1%

Ceske Energeticke Zavody AS

500

21,637

Komercni Banka AS

200

29,994

TOTAL CZECH REPUBLIC

51,631

Denmark - 0.6%

Novo Nordisk AS Series B sponsored ADR

2,700

144,477

Vestas Wind Systems AS (a)

2,460

100,761

TOTAL DENMARK

245,238

Egypt - 0.1%

Eastern Tobacco Co.

500

19,344

Telecom Egypt SAE

4,500

10,884

TOTAL EGYPT

30,228

Common Stocks - continued

Shares

Value

Finland - 0.9%

Fortum Oyj

1,600

$ 39,322

Nokia Corp. sponsored ADR

20,600

312,708

TOTAL FINLAND

352,030

France - 7.2%

Accor SA

1,500

58,358

Alstom SA

2,388

118,358

Audika SA

1,900

44,302

AXA SA sponsored ADR

25,100

469,621

BNP Paribas SA

5,300

382,667

Compagnie de St. Gobain

1,300

50,163

Delachaux SA

791

43,505

GDF Suez

8,981

401,447

Groupe Danone

2,736

152,343

L'Air Liquide SA

600

51,777

Laurent-Perrier Group

310

25,133

Remy Cointreau SA

1,151

47,892

Renault SA

1,000

30,648

Societe Generale Series A

600

32,703

Total SA:

Series B

4,700

258,563

sponsored ADR

8,800

487,872

Unibail-Rodamco

1,300

194,980

TOTAL FRANCE

2,850,332

Germany - 8.6%

Allianz AG sponsored ADR

57,200

433,576

BASF AG

1,800

60,527

Bayer AG

2,200

122,473

Daimler AG

12,400

427,800

E.ON AG

28,900

1,105,621

GEA Group AG

4,000

58,456

GFK AG

2,400

47,394

Linde AG

900

75,584

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

4,100

544,173

RWE AG

4,100

342,633

Siemens AG sponsored ADR

2,900

174,435

Tognum AG

3,100

34,467

TOTAL GERMANY

3,427,139

Greece - 0.2%

Public Power Corp. of Greece

5,500

68,008

Common Stocks - continued

Shares

Value

Hong Kong - 1.3%

China Mobile (Hong Kong) Ltd.

3,500

$ 30,811

China Mobile (Hong Kong) Ltd. sponsored ADR

700

30,723

China Overseas Land & Investment Ltd.

44,000

49,687

CNOOC Ltd. sponsored ADR

560

45,746

CNPC (Hong Kong) Ltd.

40,000

12,264

Hong Kong Exchanges & Clearing Ltd.

6,600

66,929

REXCAPITAL Financial Holdings Ltd. (a)

475,000

8,777

Swire Pacific Ltd. (A Shares)

37,000

260,580

TOTAL HONG KONG

505,517

India - 1.5%

Axis Bank Ltd. GDR (Reg. S)

2,700

32,400

Bank of India

4,775

23,742

Bharat Heavy Electricals Ltd.

716

19,074

Bharti Airtel Ltd. (a)

13,723

185,812

Educomp Solutions Ltd.

700

32,749

Housing Development Finance Corp. Ltd.

400

14,559

Indian Overseas Bank

15,780

24,231

Infosys Technologies Ltd.

530

15,449

LANCO Infratech Ltd.

20

48

Larsen & Toubro Ltd.

1,250

20,894

Nagarjuna Construction Co. Ltd.

50

66

Pantaloon Retail India Ltd.

3,418

16,492

Piramal Healthcare Ltd.

3,000

13,734

Reliance Industries Ltd. GDR (Reg. S) (b)

524

29,868

Rural Electrification Corp. Ltd.

130

178

Satyam Computer Services Ltd. sponsored ADR

8,700

136,851

Sintex Industries Ltd.

4,536

13,800

Subex Ltd. (a)

1,147

837

Suzlon Energy Ltd.

20,812

18,866

Tata Power Co. Ltd.

1,000

14,273

TOTAL INDIA

613,923

Indonesia - 0.2%

PT Bank Rakyat Indonesia Tbk

64,000

19,763

PT Bayan Resources Tbk

128,500

19,845

PT Bumi Resources Tbk

129,500

16,955

PT Perusahaan Gas Negara Tbk Series B

102,000

12,964

PT Telkomunikasi Indonesia Tbk Series B

22,500

11,361

TOTAL INDONESIA

80,888

Ireland - 0.7%

Bank of Ireland

15,800

46,653

Common Stocks - continued

Shares

Value

Ireland - continued

C&C Group PLC

10,400

$ 15,128

CRH PLC sponsored ADR

9,700

205,252

Dragon Oil PLC (a)

5,000

12,935

TOTAL IRELAND

279,968

Israel - 1.2%

BluePhoenix Solutions Ltd. (a)

8,700

23,316

Cellcom Israel Ltd.

700

20,622

ECtel Ltd. (a)

9,100

8,190

Israel Chemicals Ltd.

11,900

115,352

Leadcom Integrated Solutions (a)

47,000

4,376

Mellanox Technologies Ltd. (a)

800

6,208

Orckit Communications Ltd. (a)

4,800

19,008

Partner Communications Co. Ltd. ADR

11,600

216,688

RADWARE Ltd. (a)

6,300

39,753

Teva Pharmaceutical Industries Ltd. sponsored ADR

300

12,864

TOTAL ISRAEL

466,377

Italy - 2.1%

ENI SpA sponsored ADR

3,400

163,370

Fiat SpA

5,200

41,328

Finmeccanica SpA

7,900

96,652

Impregilo SpA (a)

21,600

56,978

UniCredit SpA

188,400

460,963

TOTAL ITALY

819,291

Japan - 14.1%

Aeon Co. Ltd.

19,900

190,813

Canon, Inc.

1,400

48,986

Denso Corp.

8,200

159,815

Dydo Drinco, Inc.

800

19,201

East Japan Railway Co.

37

263,279

Elpida Memory, Inc. (a)

3,000

15,993

Ibiden Co. Ltd.

2,100

39,282

Ichiyoshi Securities Co. Ltd.

7,600

60,855

JSR Corp.

5,400

60,908

Kobayashi Pharmaceutical Co. Ltd.

2,100

67,279

Konica Minolta Holdings, Inc.

20,000

131,340

Miraca Holdings, Inc.

7,400

119,332

Mitsubishi Estate Co. Ltd.

3,000

53,587

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

64,800

406,296

Mitsui & Co. Ltd.

50,000

484,451

Nagaileben Co. Ltd.

1,000

19,855

Common Stocks - continued

Shares

Value

Japan - continued

Nintendo Co. Ltd.

700

$ 218,400

Nippon Building Fund, Inc.

5

48,043

Nomura Holdings, Inc.

4,500

42,632

Obic Co. Ltd.

410

50,182

ORIX Corp.

2,990

307,186

Osaka Gas Co. Ltd.

94,000

332,484

Osaka Securities Exchange Co. Ltd.

10

32,858

Ozeki Co. Ltd.

200

4,888

Promise Co. Ltd.

9,850

176,790

Rakuten, Inc.

169

83,775

SBI Holdings, Inc.

400

47,998

Seven & I Holdings Co. Ltd.

2,000

56,153

Shiseido Co. Ltd.

5,000

103,000

Sony Financial Holdings, Inc.

34

110,572

Sugi Holdings Co. Ltd.

2,000

48,095

Sumco Corp.

3,720

40,282

Sumitomo Corp.

10,300

90,615

Sumitomo Metal Industries Ltd.

36,000

92,585

Sumitomo Mitsui Financial Group, Inc.

51

204,442

Sumitomo Trust & Banking Co. Ltd.

12,000

55,570

Takeda Pharmaceutical Co. Ltd.

2,500

124,207

Tokuyama Corp.

32,000

162,045

Toyota Motor Corp.

17,400

679,451

Tsutsumi Jewelry Co. Ltd.

2,800

54,547

USS Co. Ltd.

1,500

91,871

Xebio Co. Ltd.

6,600

112,676

Yamada Denki Co. Ltd.

1,390

75,654

TOTAL JAPAN

5,588,273

Kazakhstan - 0.2%

JSC Halyk Bank of Kazakhstan unit

15,700

66,725

Korea (South) - 0.8%

Doosan Heavy Industries & Construction Co. Ltd.

440

19,450

Hyundai Industrial Development & Construction Co.

5

136

Hyunjin Materials Co. Ltd.

1,002

12,381

Jinsung T.E.C. Co. Ltd.

2,098

13,129

KB Financial Group, Inc. (a)

1,515

38,046

KT&G Corp.

390

25,108

LG Electronics, Inc.

110

8,238

MegaStudy Co. Ltd.

100

11,276

Meritz Fire & Marine Insurance Co. Ltd.

3,410

12,557

NHN Corp. (a)

885

94,475

Common Stocks - continued

Shares

Value

Korea (South) - continued

Samsung Electronics Co. Ltd.

90

$ 38,061

Shinhan Financial Group Co. Ltd.

1,610

39,290

Taewoong Co. Ltd.

360

17,585

TK Corp.

7

114

TOTAL KOREA (SOUTH)

329,846

Luxembourg - 0.1%

Evraz Group SA GDR

600

9,240

MHP SA GDR (Reg. S)

3,100

12,400

Tenaris SA sponsored ADR

700

14,413

TOTAL LUXEMBOURG

36,053

Malaysia - 0.1%

KNM Group Bhd

70,000

11,870

Public Bank Bhd

10,000

23,763

TOTAL MALAYSIA

35,633

Mauritius - 0.0%

Golden Agri-Resources Ltd.

85,000

11,343

Mexico - 1.2%

America Movil SAB de CV Series L sponsored ADR

10,700

331,058

Banco Compartamos SA de CV

3,500

5,946

Cemex SA de CV sponsored ADR

2,200

16,632

Fomento Economico Mexicano SA de CV sponsored ADR

1,400

35,406

Grupo Financiero Banorte SA de CV Series O

11,339

20,768

Wal-Mart de Mexico SA de CV Series V

26,400

70,919

TOTAL MEXICO

480,729

Netherlands - 2.3%

AMG Advanced Metallurgical Group NV (a)

2,150

34,802

ASML Holding NV (NY Shares)

15,600

273,780

Gemalto NV (a)

4,900

137,285

Heineken NV (Bearer)

2,200

74,213

ING Groep NV sponsored ADR

7,700

71,687

Koninklijke KPN NV

14,200

199,981

QIAGEN NV (a)

2,600

37,076

Unilever NV (NY Shares)

3,300

79,365

TOTAL NETHERLANDS

908,189

Norway - 1.8%

DnB Nor ASA

21,700

125,759

Orkla ASA (A Shares)

37,800

251,643

Petroleum Geo-Services ASA (a)

21,100

105,065

Common Stocks - continued

Shares

Value

Norway - continued

Pronova BioPharma ASA

41,400

$ 107,553

StatoilHydro ASA sponsored ADR

5,700

114,570

Telenor ASA

800

4,774

TOTAL NORWAY

709,364

Papua New Guinea - 0.2%

Lihir Gold Ltd. (a)

48,000

59,862

Lihir Gold Ltd. sponsored ADR (a)

2,500

31,950

TOTAL PAPUA NEW GUINEA

91,812

Peru - 0.0%

Compania de Minas Buenaventura SA sponsored ADR

1,100

13,904

Philippines - 0.5%

Alliance Global Group, Inc. (a)

310,000

12,698

Jollibee Food Corp.

46,900

44,186

Philippine Long Distance Telephone Co. sponsored ADR

3,100

126,790

TOTAL PHILIPPINES

183,674

Poland - 0.1%

Eurocash SA

7,000

21,521

Trakcja Polska SA

7,900

13,259

TOTAL POLAND

34,780

Russia - 1.2%

Bank St. Petersburg OJSC

7,100

8,875

Mobile TeleSystems OJSC sponsored ADR

600

23,490

OAO Gazprom sponsored ADR

14,080

287,936

OAO NOVATEK (a)

3,000

8,100

OAO Raspadskaya

5,100

10,710

OJSC Rosneft unit

5,700

26,220

Sberbank (Savings Bank of the Russian Federation) GDR

190

34,849

Uralkali JSC

6,400

29,440

Vimpel Communications sponsored ADR

2,600

37,700

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)

500

21,970

TOTAL RUSSIA

489,290

Singapore - 0.7%

DBS Group Holdings Ltd.

31,000

236,638

Singapore Exchange Ltd.

12,000

42,953

Straits Asia Resources Ltd.

7,000

4,664

TOTAL SINGAPORE

284,255

Common Stocks - continued

Shares

Value

South Africa - 1.7%

African Rainbow Minerals Ltd.

7,763

$ 78,663

Aveng Ltd.

100

491

Bell Equipment Ltd.

1

1

Exxaro Resources Ltd.

2,300

15,161

Harmony Gold Mining Co. Ltd. sponsored ADR (a)

2,500

18,275

Impala Platinum Holdings Ltd.

12,300

127,029

Imperial Holdings Ltd.

2,865

16,111

MTN Group Ltd.

29,203

325,806

Murray & Roberts Holdings Ltd.

2,505

16,917

Northam Platinum Ltd.

900

2,810

Raubex Group Ltd.

6,200

16,024

Sasol Ltd. sponsored ADR

400

11,572

Truworths International Ltd.

9,000

30,537

TOTAL SOUTH AFRICA

659,397

Spain - 3.1%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

13,600

157,760

Banco Santander SA

18,900

204,407

Grifols SA

9,279

184,659

Inditex SA

2,200

74,365

Prosegur Comp Securidad SA (Reg.)

1,600

45,455

Telefonica SA sponsored ADR

10,000

555,100

TOTAL SPAIN

1,221,746

Sweden - 0.9%

H&M Hennes & Mauritz AB (B Shares)

3,900

139,825

Swedish Match Co.

8,400

116,627

Telefonaktiebolaget LM Ericsson (B Shares)

14,800

100,730

TOTAL SWEDEN

357,182

Switzerland - 11.0%

ABB Ltd. sponsored ADR

5,100

67,065

Credit Suisse Group sponsored ADR

2,000

74,800

EFG International

13,800

297,017

Nestle SA (Reg.)

35,079

1,363,823

Novartis AG sponsored ADR

10,800

550,692

Roche Holding AG (participation certificate)

9,148

1,398,669

Sonova Holding AG

3,319

137,877

Swiss Life Holding AG

1,049

94,501

The Swatch Group AG (Reg.)

1,684

48,211

Zurich Financial Services AG (Reg.)

1,669

338,530

TOTAL SWITZERLAND

4,371,185

Common Stocks - continued

Shares

Value

Taiwan - 0.8%

Acer, Inc.

9,000

$ 11,719

Advanced Semiconductor Engineering, Inc.

40,128

17,086

China Steel Corp.

31,810

23,193

Everlight Electronics Co. Ltd.

12,199

18,492

First Financial Holding Co. Ltd.

57,600

27,154

HannStar Display Corp.

376,248

68,440

Hon Hai Precision Industry Co. Ltd. (Foxconn)

39,100

94,831

HTC Corp.

2,600

31,017

Innolux Display Corp.

31,900

23,743

Powertech Technology, Inc.

5,500

7,745

Taiwan Mobile Co. Ltd.

7,000

9,698

TOTAL TAIWAN

333,118

Thailand - 0.2%

PTT Exploration & Production PCL (For. Reg.)

7,100

17,717

Siam Commercial Bank PCL (For. Reg.)

28,000

43,466

Total Access Communication PCL:

unit

14,000

10,006

(For. Reg.)

8,600

6,114

TOTAL THAILAND

77,303

Turkey - 0.8%

Anadolu Efes Biracilik ve Malt Sanyii AS

13,480

113,530

Asya Katilim Bankasi AS

77,200

67,520

Bagfas Bandirma Gubre Fabrikalari AS

150

7,191

Enka Insaat ve Sanayi AS

4,866

18,127

Tupras-Turkiye Petrol Rafinerileri AS

5,000

63,166

Turkiye Garanti Bankasi AS (a)

32,200

52,570

Turkiye Vakiflar Bankasi TAO

11,000

10,618

TOTAL TURKEY

332,722

United Arab Emirates - 0.0%

DP World Ltd.

47

16

United Kingdom - 13.8%

Aegis Group PLC

89,000

93,785

Anglo American PLC (United Kingdom)

3,942

98,898

Autonomy Corp. PLC (a)

8,400

133,171

BAE Systems PLC

88,900

499,642

Barratt Developments PLC

4,400

5,477

BG Group PLC

14,900

219,062

BHP Billiton PLC

2,800

47,540

BHP Billiton PLC ADR

9,100

312,403

Common Stocks - continued

Shares

Value

United Kingdom - continued

British American Tobacco PLC:

(United Kingdom)

1,800

$ 49,367

sponsored ADR

3,100

168,516

Cairn Energy PLC (a)

300

7,771

Datacash Group PLC

11,300

39,343

easyJet PLC (a)

19,800

98,762

Eurasian Natural Resources Corp. PLC

1,000

5,001

HBOS PLC

61,159

100,131

HSBC Holdings PLC (United Kingdom) (Reg.)

9,363

110,884

Informa PLC

14,700

49,797

Man Group PLC

50,375

290,803

Max Petroleum PLC (a)

76,100

16,448

Misys PLC

27,000

48,340

National Grid PLC

7,800

87,857

Premier Foods PLC

159,000

70,493

Prudential PLC

20,900

104,975

Randgold Resources Ltd. sponsored ADR

300

9,303

Reckitt Benckiser Group PLC

10,600

448,323

Renovo Group PLC (a)

143,700

58,671

Rio Tinto PLC:

(Reg.)

3,000

140,119

sponsored ADR

690

128,250

Royal Bank of Scotland Group PLC

123,466

135,983

Royal Dutch Shell PLC Class A sponsored ADR

15,200

848,312

Serco Group PLC

45,900

273,694

Sibir Energy PLC (a)

1,800

7,162

Tesco PLC

54,900

300,766

Vodafone Group PLC

40,300

77,516

Vodafone Group PLC sponsored ADR

19,500

375,765

Xstrata PLC

1,200

20,523

TOTAL UNITED KINGDOM

5,482,853

United States of America - 5.3%

Allergan, Inc.

1,900

75,373

Berkshire Hathaway, Inc. Class B (a)

80

307,200

Chiquita Brands International, Inc. (a)

6,000

81,900

Cypress Semiconductor Corp. (a)

10,000

50,100

FMC Technologies, Inc. (a)

1,000

34,990

Freeport-McMoRan Copper & Gold, Inc. Class B

300

8,730

Gilead Sciences, Inc. (a)

3,600

165,060

JPMorgan Chase & Co.

3,000

123,750

Juniper Networks, Inc. (a)

11,500

215,510

Common Stocks - continued

Shares

Value

United States of America - continued

Lululemon Athletica, Inc. (a)

300

$ 4,251

MasterCard, Inc. Class A

700

103,474

Mohawk Industries, Inc. (a)

700

33,866

Philip Morris International, Inc.

7,000

304,290

Pricesmart, Inc.

7,095

105,716

SanDisk Corp. (a)

3,900

34,671

Sunpower Corp. Class B (a)

2,742

81,191

Varian Semiconductor Equipment Associates, Inc. (a)

2,800

54,936

Visa, Inc.

5,900

326,565

TOTAL UNITED STATES OF AMERICA

2,111,573

TOTAL COMMON STOCKS

(Cost $66,712,564)

38,936,426

Nonconvertible Preferred Stocks - 0.5%

 

 

 

 

Brazil - 0.1%

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)

1,150

14,719

Germany - 0.1%

ProSiebenSat.1 Media AG

10,900

32,899

Italy - 0.3%

Fiat SpA (Risp)

3,200

14,504

Telecom Italia SpA (Risp)

135,800

114,279

TOTAL ITALY

128,783

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $443,113)

176,401

Cash Equivalents - 2.8%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.14%, dated 10/31/08 due 11/3/08:

(Collateralized by U.S. Treasury Obligations) #

$ 29,000

$ 29,000

(Collateralized by U.S. Treasury Obligations) #

1,081,012

1,081,000

TOTAL CASH EQUIVALENTS

(Cost $1,110,000)

1,110,000

TOTAL INVESTMENT PORTFOLIO - 101.2%

(Cost $68,265,677)

40,222,827

NET OTHER ASSETS - (1.2)%

(460,584)

NET ASSETS - 100%

$ 39,762,243

Legend

(a) Non-income producing

(b) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $36,668 or 0.1% of net assets.

# Additional Information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$29,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 1,954

Banc of America Securities LLC

3,908

Barclays Capital, Inc.

3,908

Deutsche Bank Securities, Inc.

$ 10,159

Morgan Stanley & Co., Inc.

278

UBS Securities LLC

8,793

 

$ 29,000

$1,081,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 72,833

Banc of America Securities LLC

145,666

Barclays Capital, Inc.

145,666

Deutsche Bank Securities, Inc.

378,731

Morgan Stanley & Co., Inc.

10,355

UBS Securities LLC

327,749

 

$ 1,081,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 685

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $10,058,675 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including repurchase agreements of $1,110,000) -
See accompanying schedule:

Unaffiliated issuers (cost $68,265,677)

 

$ 40,222,827

Foreign currency held at value (cost $19,550)

19,610

Receivable for investments sold

420,878

Receivable for fund shares sold

48,897

Dividends receivable

137,659

Distributions receivable from Fidelity Central Funds

487

Receivable from investment adviser for expense reductions

60,634

Other receivables

2,568

Total assets

40,913,560

 

 

 

Liabilities

Payable to custodian bank

$ 500,703

Payable for investments purchased

454,874

Payable for fund shares redeemed

65,416

Accrued management fee

24,662

Distribution fees payable

7,025

Other affiliated payables

13,587

Other payables and accrued expenses

85,050

Total liabilities

1,151,317

 

 

 

Net Assets

$ 39,762,243

Net Assets consist of:

 

Paid in capital

$ 77,832,504

Undistributed net investment income

796,810

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(10,821,709)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(28,045,362)

Net Assets

$ 39,762,243

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund
Financial Statements - continued

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share
($5,944,308 ÷ 1,214,214 shares)

$ 4.90

 

 

 

Maximum offering price per share (100/94.25 of $4.90)

$ 5.20

Class T:
Net Asset Value
and redemption price per share ($2,566,919 ÷ 525,601 shares)

$ 4.88

 

 

 

Maximum offering price per share (100/96.50 of $4.88)

$ 5.06

Class B:
Net Asset Value
and offering price per share ($2,505,484 ÷ 515,596 shares)A

$ 4.86

 

 

 

Class C:
Net Asset Value
and offering price per share ($2,786,793 ÷ 573,503 shares)A

$ 4.86

 

 

 

Total International Equity:
Net Asset Value
, offering price and redemption price per share ($23,226,171 ÷ 4,734,729 shares)

$ 4.91

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,732,568 ÷ 557,020 shares)

$ 4.91

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

For the period November 1, 2007
(commencement of operations)
to October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 1,864,250

Interest

 

50,882

Income from Fidelity Central Funds

 

685

 

 

1,915,817

Less foreign taxes withheld

 

(176,331)

Total income

 

1,739,486

 

 

 

Expenses

Management fee

$ 434,811

Transfer agent fees

140,800

Distribution fees

124,559

Accounting and security lending fees

31,886

Custodian fees and expenses

333,396

Independent trustees' compensation

250

Registration fees

134,079

Audit

76,578

Legal

2,967

Miscellaneous

2,464

Total expenses before reductions

1,281,790

Expense reductions

(399,945)

881,845

Net investment income (loss)

857,641

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(10,808,092)

Foreign currency transactions

(58,619)

Total net realized gain (loss)

 

(10,866,711)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(28,043,005)

Assets and liabilities in foreign currencies

(2,357)

Total change in net unrealized appreciation (depreciation)

 

(28,045,362)

Net gain (loss)

(38,912,073)

Net increase (decrease) in net assets resulting from operations

$ (38,054,432)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund
Financial Statements - continued

Statement of Changes in Net Assets

 

For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 857,641

Net realized gain (loss)

(10,866,711)

Change in net unrealized appreciation (depreciation)

(28,045,362)

Net increase (decrease) in net assets resulting
from operations

(38,054,432)

Distributions to shareholders from net investment income

(15,829)

Share transactions - net increase (decrease)

77,824,722

Redemption fees

7,782

Total increase (decrease) in net assets

39,762,243

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $796,810)

$ 39,762,243

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .11

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.10)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.90

Total Return A, B

  (51.00)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.00%

Expenses net of fee waivers, if any

  1.50%

Expenses net of all reductions

  1.48%

Net investment income (loss)

  1.35%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 5,944

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .09

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.12)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.88

Total Return A, B

  (51.20)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.42%

Expenses net of fee waivers, if any

  1.75%

Expenses net of all reductions

  1.73%

Net investment income (loss)

  1.10%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,567

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (5.19)

Total from investment operations

  (5.14)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.86

Total Return A, B

  (51.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.92%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.24%

Net investment income (loss)

  .60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,505

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (5.19)

Total from investment operations

  (5.14)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.86

Total Return A, B

  (51.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.92%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,787

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Total International Equity

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .13

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.08)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 4.91

Total Return A

  (50.87)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  1.89%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 23,226

Portfolio turnover rate E

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .13

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.08)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 4.91

Total Return A

  (50.87)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  1.91%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,733

Portfolio turnover rate E

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Total International Equity Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Total International Equity, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 158,517

Unrealized depreciation

(28,966,751)

Net unrealized appreciation (depreciation)

(28,808,234)

Undistributed ordinary income

796,810

Capital loss carryforward

(10,058,675)

 

 

Cost for federal income tax purposes

$ 69,031,061

The tax character of distributions paid was as follows:

 

October 31, 2008

Ordinary Income

$ 15,829

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to

Annual Report

4. Operating Policies - continued

Repurchase Agreements - continued

ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, short-term securities, aggregated $130,088,576 and $52,054,096, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over the performance period). The upward or downward adjustment to the management fee is based on the investment performance of the Total International Equity Class as compared to an appropriate benchmark index. The Fund's performance period began on December 1, 2007 and subsequent months will be added until the performance period includes 36 months. The Fund's performance adjustment will take effect in November 2008. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 17,319

$ 11,412

Class T

.25%

.25%

21,454

20,724

Class B

.75%

.25%

42,037

41,866

Class C

.75%

.25%

43,749

42,879

 

 

 

$ 124,559

$ 116,881

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,403

Class T

263

Class B*

267

Class C*

220

 

$ 2,153

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 11,710

.17

Class T

7,052

.16

Class B

6,840

.16

Class C

7,566

.17

Total International Equity

100,429

.27

Institutional Class

7,203

.16

 

$ 140,800

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,684 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $86 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

8. Security Lending - continued

securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $685.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 34,674

Class T

1.75%

28,711

Class B

2.25%

28,025

Class C

2.25%

29,021

Total International Equity

1.25%

239,225

Institutional Class

1.25%

28,855

 

 

$ 388,511

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $11,434 for the period.

Annual Report

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

FMR or its affiliates were the owners of record of 32% of the total outstanding shares of the Fund.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

From net investment income

 

Total International Equity

$ 13,264

Institutional Class

2,565

Total

$ 15,829

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Class A

 

 

Shares sold

1,253,571

$ 11,409,450

Shares redeemed

(39,357)

(262,908)

Net increase (decrease)

1,214,214

$ 11,146,542

Class T

 

 

Shares sold

536,757

$ 5,311,723

Shares redeemed

(11,156)

(95,096)

Net increase (decrease)

525,601

$ 5,216,627

Class B

 

 

Shares sold

516,780

$ 5,142,958

Shares redeemed

(1,184)

(8,679)

Net increase (decrease)

515,596

$ 5,134,279

Class C

 

 

Shares sold

576,912

$ 5,653,538

Shares redeemed

(3,409)

(27,077)

Net increase (decrease)

573,503

$ 5,626,461

Total International Equity

 

 

Shares sold

7,339,025

$ 65,416,828

Reinvestment of distributions

1,313

12,459

Shares redeemed

(2,605,609)

(20,217,092)

Net increase (decrease)

4,734,729

$ 45,212,195

Institutional Class

 

 

Shares sold

559,428

$ 5,503,211

Reinvestment of distributions

270

2,565

Shares redeemed

(2,678)

(17,158)

Net increase (decrease)

557,020

$ 5,488,618

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Total International Equity Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Total International Equity Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations, the statement of changes in net assets and the financial highlights for the period from November 1, 2007 (Commencement of Operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Total International Equity Fund as of October 31, 2008, the results of its operations, the changes in its net assets and its financial highlights for the period from November 1, 2007 (Commencement of Operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

Class A, Class T, Class B, and Class C designate 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Total International Equity Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, fund-paid 12b-1 fees, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Total International Equity Fund


fid1389

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Furthermore, the Board considered that the fund's management fee includes a performance adjustment component (that is, the fund's management fee will be subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index). The performance adjustment will take effect on November 1, 2008, after the period shown in the chart above.

Annual Report

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and Fidelity Total International Equity (retail class) ranked equal to its competitive median for the period and the total expenses of each of Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank & Trust Company

Quincy, MA

ATIE-UANN-1208
1.853363.100

fid959

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
Total International Equity
Fund - Institutional Class

Annual Report

October 31, 2008

Institutional Class is
a class of Fidelity®
Total International Equity Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average annual total returns take Fidelity Total International Equity Fund's cumulative total return and show you what would have happened if Fidelity Total International Equity Fund's shares had performed at a constant rate each year. These numbers will be reported once the fund is a year old.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity® Advisor Total International Equity Fund - Institutional Class on November 1, 2007, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® ACWISM (All Country World Index) ex USA Index performed over the same period.


fid1405

Annual Report

Management's Discussion of Fund Performance

Comments from George Stairs and Jed Weiss, Co-Lead Portfolio Managers of Fidelity Advisor Total International Equity Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the period from their inception on November 1, 2007, through October 31, 2008, the fund's Institutional Class shares fell 50.87%, versus a decline of 47.98% for the MSCI All Country World ex USA Index. We underperformed the index mainly due to unfavorable security selection, with the greatest damage coming from our picks in financials, consumer discretionary, energy and materials, which were among the weakest sectors of the global economy. The biggest relative detractors were German automaker Volkswagen, an index component we didn't own that had an extraordinary gain late in the period; European banking companies UniCredit, based in Italy, and HBOS, headquartered in Scotland; and Petroleum Geo-Services, a Norwegian energy services firm. The fund gained back some ground versus the index due to our decision to lengthen the fund's overexposure to the more-defensive areas of the index, while creating greater underweightings in the weakest sectors. Among holdings that contributed to the fund's relative performance were such defensively oriented stocks as Roche Holding, the giant Swiss drug maker; Nestle, a multinational packaged goods company also based in Switzerland; and Osaka Gas, a Japanese natural gas utility.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Fidelity Total International Equity Fund

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Fidelity Total International Equity Fund
Shareholder Expense Example - continued

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008
to October 31, 2008

Class A

1.50%

 

 

 

Actual

 

$ 1,000.00

$ 539.60

$ 5.81

HypotheticalA

 

$ 1,000.00

$ 1,017.60

$ 7.61

Class T

1.75%

 

 

 

Actual

 

$ 1,000.00

$ 538.00

$ 6.77

HypotheticalA

 

$ 1,000.00

$ 1,016.34

$ 8.87

Class B

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 537.00

$ 8.69

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Class C

2.25%

 

 

 

Actual

 

$ 1,000.00

$ 537.00

$ 8.69

HypotheticalA

 

$ 1,000.00

$ 1,013.83

$ 11.39

Total International Equity

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 540.20

$ 4.84

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

Institutional Class

1.25%

 

 

 

Actual

 

$ 1,000.00

$ 540.20

$ 4.84

HypotheticalA

 

$ 1,000.00

$ 1,018.85

$ 6.34

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Fidelity Total International Equity Fund

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 14.1%

fid910

United Kingdom 13.8%

fid912

Switzerland 11.0%

fid914

Germany 8.7%

fid916

France 7.2%

fid1003

United States of America 6.9%

fid918

Australia 3.6%

fid920

Spain 3.1%

fid922

Italy 2.4%

fid926

Other 29.2%

fid1417

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

United Kingdom 14.5%

fid910

Japan 12.8%

fid912

Germany 8.7%

fid914

France 6.7%

fid916

Switzerland 6.7%

fid1003

United States of America 6.0%

fid918

Spain 3.6%

fid920

Australia 3.5%

fid922

Brazil 3.4%

fid926

Other 34.1%

fid1429

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

98.4

98.2

Short-Term Investments and Net Other Assets

1.6

1.8

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

3.5

2.0

Nestle SA (Reg.) (Switzerland, Food Products)

3.4

1.9

E.ON AG (Germany, Electric Utilities)

2.8

2.1

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

2.1

1.3

Toyota Motor Corp. (Japan, Automobiles)

1.7

1.3

Telefonica SA sponsored ADR (Spain, Diversified Telecommunication Services)

1.4

1.1

Novartis AG sponsored ADR (Switzerland, Pharmaceuticals)

1.4

0.0

CSL Ltd. (Australia, Biotechnology)

1.4

0.9

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.) (Germany, Insurance)

1.4

0.9

BAE Systems PLC (United Kingdom, Aerospace & Defense)

1.3

0.8

 

20.4

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

22.9

22.2

Consumer Staples

12.9

9.2

Energy

10.1

10.8

Health Care

9.8

5.0

Industrials

8.5

11.1

Information Technology

7.9

10.4

Materials

7.0

11.0

Telecommunication Services

6.7

5.7

Consumer Discretionary

6.6

7.1

Utilities

6.0

5.1

Annual Report

Fidelity Total International Equity Fund

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 97.9%

Shares

Value

Australia - 3.6%

AMP Ltd.

40,791

$ 148,301

CSL Ltd.

22,484

546,518

Macquarie Airports unit

50,093

71,204

Macquarie Group Ltd.

3,701

73,386

Macquarie Infrastructure Group unit

69,883

91,550

QBE Insurance Group Ltd.

4,764

81,236

Silex Systems Ltd. (a)

10,000

26,037

Sino Gold Mining Ltd. (a)

4,504

10,369

Woolworths Ltd.

21,457

399,784

TOTAL AUSTRALIA

1,448,385

Bahrain - 0.0%

Gulf Finance House BSC GDR (b)

400

6,800

Belgium - 0.4%

InBev SA

3,600

145,199

Bermuda - 0.5%

China Solar Energy Holding Ltd. (a)

140,000

829

ChipMOS TECHNOLOGIES (Bermuda) Ltd. (a)

6,000

3,066

Credicorp Ltd. (NY Shares)

500

19,635

Global Digital Creations Holdings Ltd. (a)

64,000

734

Ports Design Ltd.

47,500

55,222

Seadrill Ltd.

13,600

130,941

West Siberian Resources Ltd. SDR (a)

14,000

5,661

TOTAL BERMUDA

216,088

Brazil - 2.3%

America Latina Logistica SA unit

3,700

17,062

Anhanguera Educacional Participacoes SA unit

1,418

10,483

Banco Bradesco SA:

(PN)

6,000

68,894

(PN) sponsored ADR

1,100

12,870

Banco Daycoval SA (PN)

5,400

13,474

BM&F BOVESPA SA

7,000

18,598

Companhia Siderurgica Nacional SA (CSN) sponsored ADR

1,300

17,680

Companhia Vale do Rio Doce sponsored ADR

9,800

128,576

GVT Holding SA (a)

900

9,793

Medial Saude SA

700

2,199

MRV Engenharia e Participacoes SA

1,300

6,734

Net Servicos de Comunicacao SA sponsored ADR

2,400

15,696

Petroleo Brasileiro SA - Petrobras:

(PN) sponsored ADR (non-vtg.)

3,100

68,417

sponsored ADR

12,500

336,125

Common Stocks - continued

Shares

Value

Brazil - continued

Redecard SA

1,000

$ 10,863

Tele Norte Leste Participacoes SA sponsored ADR (non-vtg.)

1,200

16,296

Uniao de Bancos Brasileiros SA (Unibanco) GDR

2,600

164,008

Votorantim Celulose e Papel SA sponsored ADR (non-vtg.)

700

7,063

TOTAL BRAZIL

924,831

Canada - 1.7%

Addax Petroleum, Inc.

500

7,464

Agnico-Eagle Mines Ltd.

3,700

102,058

Canadian Natural Resources Ltd.

900

45,396

First Quantum Minerals Ltd.

3,700

77,940

Goldcorp, Inc.

8,100

151,413

Harry Winston Diamond Corp.

4,200

40,927

Nexen, Inc.

3,200

50,794

Petrobank Energy & Resources Ltd. (a)

3,700

70,576

Potash Corp. of Saskatchewan, Inc.

800

68,208

Sino-Forest Corp. (a)

700

6,548

SouthGobi Energy Resources Ltd. (a)

800

5,573

Timminco Ltd. (a)

10,000

56,394

TOTAL CANADA

683,291

Cayman Islands - 2.0%

AAC Acoustic Technology Holdings, Inc. (a)

14,000

7,299

AirMedia Group, Inc. ADR

100

588

Chaoda Modern Agriculture (Holdings) Ltd.

188,900

133,084

China Digital TV Holding Co. Ltd. ADR

1,300

7,787

China Dongxiang Group Co. Ltd.

126,000

37,068

China High Speed Transmission Equipment Group Co. Ltd.

50,000

39,638

Foxconn International Holdings Ltd. (a)

23,000

8,463

Himax Technologies, Inc. sponsored ADR

30,300

56,661

Intime Department Store Group Co. Ltd.

64,000

18,948

LDK Solar Co. Ltd. sponsored ADR (a)

2,000

36,320

SinoCom Software Group Ltd.

154,000

11,138

Subsea 7, Inc. (a)

4,500

35,770

The United Laboratories International Holdings Ltd.

34,000

8,071

Transocean, Inc. (a)

4,420

363,899

Xinao Gas Holdings Ltd.

12,000

10,459

Yingli Green Energy Holding Co. Ltd. ADR (a)

3,900

20,553

TOTAL CAYMAN ISLANDS

795,746

China - 1.6%

China Communications Construction Co. Ltd. (H Shares)

22,000

15,583

China Construction Bank Corp. (H Shares)

247,000

122,531

Common Stocks - continued

Shares

Value

China - continued

China Gas Holdings Ltd.

104,000

$ 8,561

China Merchants Bank Co. Ltd. (H Shares)

17,000

26,045

China Nepstar Chain Drugstore Ltd. ADR

100

415

China Shenhua Energy Co. Ltd. (H Shares)

10,500

19,935

China South Locomotive & Rolling Stock Corp. Ltd. (H Shares)

50,000

18,101

China TechFaith Wireless Communication Technology Ltd. sponsored ADR (a)

5,000

4,450

China Yurun Food Group Ltd.

16,000

19,017

Dongfang Electric Corp. Ltd.

6,000

11,680

Focus Media Holding Ltd. ADR (a)

2,500

46,325

Global Bio-Chem Technology Group Co. Ltd.

580,000

80,833

Golden Eagle Retail Group Ltd. (H Shares)

48,000

25,096

Industrial & Commercial Bank of China

189,000

88,928

Nine Dragons Paper (Holdings) Ltd.

118,000

20,349

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

6,000

25,660

Shanda Interactive Entertainment Ltd. sponsored ADR (a)

3,800

105,070

ZTE Corp. (H Shares)

3,800

8,593

TOTAL CHINA

647,172

Cyprus - 0.2%

Marfin Popular Bank Public Co.

19,739

66,858

XXI Century Investments Public Ltd. (a)

1,000

521

TOTAL CYPRUS

67,379

Czech Republic - 0.1%

Ceske Energeticke Zavody AS

500

21,637

Komercni Banka AS

200

29,994

TOTAL CZECH REPUBLIC

51,631

Denmark - 0.6%

Novo Nordisk AS Series B sponsored ADR

2,700

144,477

Vestas Wind Systems AS (a)

2,460

100,761

TOTAL DENMARK

245,238

Egypt - 0.1%

Eastern Tobacco Co.

500

19,344

Telecom Egypt SAE

4,500

10,884

TOTAL EGYPT

30,228

Common Stocks - continued

Shares

Value

Finland - 0.9%

Fortum Oyj

1,600

$ 39,322

Nokia Corp. sponsored ADR

20,600

312,708

TOTAL FINLAND

352,030

France - 7.2%

Accor SA

1,500

58,358

Alstom SA

2,388

118,358

Audika SA

1,900

44,302

AXA SA sponsored ADR

25,100

469,621

BNP Paribas SA

5,300

382,667

Compagnie de St. Gobain

1,300

50,163

Delachaux SA

791

43,505

GDF Suez

8,981

401,447

Groupe Danone

2,736

152,343

L'Air Liquide SA

600

51,777

Laurent-Perrier Group

310

25,133

Remy Cointreau SA

1,151

47,892

Renault SA

1,000

30,648

Societe Generale Series A

600

32,703

Total SA:

Series B

4,700

258,563

sponsored ADR

8,800

487,872

Unibail-Rodamco

1,300

194,980

TOTAL FRANCE

2,850,332

Germany - 8.6%

Allianz AG sponsored ADR

57,200

433,576

BASF AG

1,800

60,527

Bayer AG

2,200

122,473

Daimler AG

12,400

427,800

E.ON AG

28,900

1,105,621

GEA Group AG

4,000

58,456

GFK AG

2,400

47,394

Linde AG

900

75,584

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

4,100

544,173

RWE AG

4,100

342,633

Siemens AG sponsored ADR

2,900

174,435

Tognum AG

3,100

34,467

TOTAL GERMANY

3,427,139

Greece - 0.2%

Public Power Corp. of Greece

5,500

68,008

Common Stocks - continued

Shares

Value

Hong Kong - 1.3%

China Mobile (Hong Kong) Ltd.

3,500

$ 30,811

China Mobile (Hong Kong) Ltd. sponsored ADR

700

30,723

China Overseas Land & Investment Ltd.

44,000

49,687

CNOOC Ltd. sponsored ADR

560

45,746

CNPC (Hong Kong) Ltd.

40,000

12,264

Hong Kong Exchanges & Clearing Ltd.

6,600

66,929

REXCAPITAL Financial Holdings Ltd. (a)

475,000

8,777

Swire Pacific Ltd. (A Shares)

37,000

260,580

TOTAL HONG KONG

505,517

India - 1.5%

Axis Bank Ltd. GDR (Reg. S)

2,700

32,400

Bank of India

4,775

23,742

Bharat Heavy Electricals Ltd.

716

19,074

Bharti Airtel Ltd. (a)

13,723

185,812

Educomp Solutions Ltd.

700

32,749

Housing Development Finance Corp. Ltd.

400

14,559

Indian Overseas Bank

15,780

24,231

Infosys Technologies Ltd.

530

15,449

LANCO Infratech Ltd.

20

48

Larsen & Toubro Ltd.

1,250

20,894

Nagarjuna Construction Co. Ltd.

50

66

Pantaloon Retail India Ltd.

3,418

16,492

Piramal Healthcare Ltd.

3,000

13,734

Reliance Industries Ltd. GDR (Reg. S) (b)

524

29,868

Rural Electrification Corp. Ltd.

130

178

Satyam Computer Services Ltd. sponsored ADR

8,700

136,851

Sintex Industries Ltd.

4,536

13,800

Subex Ltd. (a)

1,147

837

Suzlon Energy Ltd.

20,812

18,866

Tata Power Co. Ltd.

1,000

14,273

TOTAL INDIA

613,923

Indonesia - 0.2%

PT Bank Rakyat Indonesia Tbk

64,000

19,763

PT Bayan Resources Tbk

128,500

19,845

PT Bumi Resources Tbk

129,500

16,955

PT Perusahaan Gas Negara Tbk Series B

102,000

12,964

PT Telkomunikasi Indonesia Tbk Series B

22,500

11,361

TOTAL INDONESIA

80,888

Ireland - 0.7%

Bank of Ireland

15,800

46,653

Common Stocks - continued

Shares

Value

Ireland - continued

C&C Group PLC

10,400

$ 15,128

CRH PLC sponsored ADR

9,700

205,252

Dragon Oil PLC (a)

5,000

12,935

TOTAL IRELAND

279,968

Israel - 1.2%

BluePhoenix Solutions Ltd. (a)

8,700

23,316

Cellcom Israel Ltd.

700

20,622

ECtel Ltd. (a)

9,100

8,190

Israel Chemicals Ltd.

11,900

115,352

Leadcom Integrated Solutions (a)

47,000

4,376

Mellanox Technologies Ltd. (a)

800

6,208

Orckit Communications Ltd. (a)

4,800

19,008

Partner Communications Co. Ltd. ADR

11,600

216,688

RADWARE Ltd. (a)

6,300

39,753

Teva Pharmaceutical Industries Ltd. sponsored ADR

300

12,864

TOTAL ISRAEL

466,377

Italy - 2.1%

ENI SpA sponsored ADR

3,400

163,370

Fiat SpA

5,200

41,328

Finmeccanica SpA

7,900

96,652

Impregilo SpA (a)

21,600

56,978

UniCredit SpA

188,400

460,963

TOTAL ITALY

819,291

Japan - 14.1%

Aeon Co. Ltd.

19,900

190,813

Canon, Inc.

1,400

48,986

Denso Corp.

8,200

159,815

Dydo Drinco, Inc.

800

19,201

East Japan Railway Co.

37

263,279

Elpida Memory, Inc. (a)

3,000

15,993

Ibiden Co. Ltd.

2,100

39,282

Ichiyoshi Securities Co. Ltd.

7,600

60,855

JSR Corp.

5,400

60,908

Kobayashi Pharmaceutical Co. Ltd.

2,100

67,279

Konica Minolta Holdings, Inc.

20,000

131,340

Miraca Holdings, Inc.

7,400

119,332

Mitsubishi Estate Co. Ltd.

3,000

53,587

Mitsubishi UFJ Financial Group, Inc. sponsored ADR

64,800

406,296

Mitsui & Co. Ltd.

50,000

484,451

Nagaileben Co. Ltd.

1,000

19,855

Common Stocks - continued

Shares

Value

Japan - continued

Nintendo Co. Ltd.

700

$ 218,400

Nippon Building Fund, Inc.

5

48,043

Nomura Holdings, Inc.

4,500

42,632

Obic Co. Ltd.

410

50,182

ORIX Corp.

2,990

307,186

Osaka Gas Co. Ltd.

94,000

332,484

Osaka Securities Exchange Co. Ltd.

10

32,858

Ozeki Co. Ltd.

200

4,888

Promise Co. Ltd.

9,850

176,790

Rakuten, Inc.

169

83,775

SBI Holdings, Inc.

400

47,998

Seven & I Holdings Co. Ltd.

2,000

56,153

Shiseido Co. Ltd.

5,000

103,000

Sony Financial Holdings, Inc.

34

110,572

Sugi Holdings Co. Ltd.

2,000

48,095

Sumco Corp.

3,720

40,282

Sumitomo Corp.

10,300

90,615

Sumitomo Metal Industries Ltd.

36,000

92,585

Sumitomo Mitsui Financial Group, Inc.

51

204,442

Sumitomo Trust & Banking Co. Ltd.

12,000

55,570

Takeda Pharmaceutical Co. Ltd.

2,500

124,207

Tokuyama Corp.

32,000

162,045

Toyota Motor Corp.

17,400

679,451

Tsutsumi Jewelry Co. Ltd.

2,800

54,547

USS Co. Ltd.

1,500

91,871

Xebio Co. Ltd.

6,600

112,676

Yamada Denki Co. Ltd.

1,390

75,654

TOTAL JAPAN

5,588,273

Kazakhstan - 0.2%

JSC Halyk Bank of Kazakhstan unit

15,700

66,725

Korea (South) - 0.8%

Doosan Heavy Industries & Construction Co. Ltd.

440

19,450

Hyundai Industrial Development & Construction Co.

5

136

Hyunjin Materials Co. Ltd.

1,002

12,381

Jinsung T.E.C. Co. Ltd.

2,098

13,129

KB Financial Group, Inc. (a)

1,515

38,046

KT&G Corp.

390

25,108

LG Electronics, Inc.

110

8,238

MegaStudy Co. Ltd.

100

11,276

Meritz Fire & Marine Insurance Co. Ltd.

3,410

12,557

NHN Corp. (a)

885

94,475

Common Stocks - continued

Shares

Value

Korea (South) - continued

Samsung Electronics Co. Ltd.

90

$ 38,061

Shinhan Financial Group Co. Ltd.

1,610

39,290

Taewoong Co. Ltd.

360

17,585

TK Corp.

7

114

TOTAL KOREA (SOUTH)

329,846

Luxembourg - 0.1%

Evraz Group SA GDR

600

9,240

MHP SA GDR (Reg. S)

3,100

12,400

Tenaris SA sponsored ADR

700

14,413

TOTAL LUXEMBOURG

36,053

Malaysia - 0.1%

KNM Group Bhd

70,000

11,870

Public Bank Bhd

10,000

23,763

TOTAL MALAYSIA

35,633

Mauritius - 0.0%

Golden Agri-Resources Ltd.

85,000

11,343

Mexico - 1.2%

America Movil SAB de CV Series L sponsored ADR

10,700

331,058

Banco Compartamos SA de CV

3,500

5,946

Cemex SA de CV sponsored ADR

2,200

16,632

Fomento Economico Mexicano SA de CV sponsored ADR

1,400

35,406

Grupo Financiero Banorte SA de CV Series O

11,339

20,768

Wal-Mart de Mexico SA de CV Series V

26,400

70,919

TOTAL MEXICO

480,729

Netherlands - 2.3%

AMG Advanced Metallurgical Group NV (a)

2,150

34,802

ASML Holding NV (NY Shares)

15,600

273,780

Gemalto NV (a)

4,900

137,285

Heineken NV (Bearer)

2,200

74,213

ING Groep NV sponsored ADR

7,700

71,687

Koninklijke KPN NV

14,200

199,981

QIAGEN NV (a)

2,600

37,076

Unilever NV (NY Shares)

3,300

79,365

TOTAL NETHERLANDS

908,189

Norway - 1.8%

DnB Nor ASA

21,700

125,759

Orkla ASA (A Shares)

37,800

251,643

Petroleum Geo-Services ASA (a)

21,100

105,065

Common Stocks - continued

Shares

Value

Norway - continued

Pronova BioPharma ASA

41,400

$ 107,553

StatoilHydro ASA sponsored ADR

5,700

114,570

Telenor ASA

800

4,774

TOTAL NORWAY

709,364

Papua New Guinea - 0.2%

Lihir Gold Ltd. (a)

48,000

59,862

Lihir Gold Ltd. sponsored ADR (a)

2,500

31,950

TOTAL PAPUA NEW GUINEA

91,812

Peru - 0.0%

Compania de Minas Buenaventura SA sponsored ADR

1,100

13,904

Philippines - 0.5%

Alliance Global Group, Inc. (a)

310,000

12,698

Jollibee Food Corp.

46,900

44,186

Philippine Long Distance Telephone Co. sponsored ADR

3,100

126,790

TOTAL PHILIPPINES

183,674

Poland - 0.1%

Eurocash SA

7,000

21,521

Trakcja Polska SA

7,900

13,259

TOTAL POLAND

34,780

Russia - 1.2%

Bank St. Petersburg OJSC

7,100

8,875

Mobile TeleSystems OJSC sponsored ADR

600

23,490

OAO Gazprom sponsored ADR

14,080

287,936

OAO NOVATEK (a)

3,000

8,100

OAO Raspadskaya

5,100

10,710

OJSC Rosneft unit

5,700

26,220

Sberbank (Savings Bank of the Russian Federation) GDR

190

34,849

Uralkali JSC

6,400

29,440

Vimpel Communications sponsored ADR

2,600

37,700

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)

500

21,970

TOTAL RUSSIA

489,290

Singapore - 0.7%

DBS Group Holdings Ltd.

31,000

236,638

Singapore Exchange Ltd.

12,000

42,953

Straits Asia Resources Ltd.

7,000

4,664

TOTAL SINGAPORE

284,255

Common Stocks - continued

Shares

Value

South Africa - 1.7%

African Rainbow Minerals Ltd.

7,763

$ 78,663

Aveng Ltd.

100

491

Bell Equipment Ltd.

1

1

Exxaro Resources Ltd.

2,300

15,161

Harmony Gold Mining Co. Ltd. sponsored ADR (a)

2,500

18,275

Impala Platinum Holdings Ltd.

12,300

127,029

Imperial Holdings Ltd.

2,865

16,111

MTN Group Ltd.

29,203

325,806

Murray & Roberts Holdings Ltd.

2,505

16,917

Northam Platinum Ltd.

900

2,810

Raubex Group Ltd.

6,200

16,024

Sasol Ltd. sponsored ADR

400

11,572

Truworths International Ltd.

9,000

30,537

TOTAL SOUTH AFRICA

659,397

Spain - 3.1%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR

13,600

157,760

Banco Santander SA

18,900

204,407

Grifols SA

9,279

184,659

Inditex SA

2,200

74,365

Prosegur Comp Securidad SA (Reg.)

1,600

45,455

Telefonica SA sponsored ADR

10,000

555,100

TOTAL SPAIN

1,221,746

Sweden - 0.9%

H&M Hennes & Mauritz AB (B Shares)

3,900

139,825

Swedish Match Co.

8,400

116,627

Telefonaktiebolaget LM Ericsson (B Shares)

14,800

100,730

TOTAL SWEDEN

357,182

Switzerland - 11.0%

ABB Ltd. sponsored ADR

5,100

67,065

Credit Suisse Group sponsored ADR

2,000

74,800

EFG International

13,800

297,017

Nestle SA (Reg.)

35,079

1,363,823

Novartis AG sponsored ADR

10,800

550,692

Roche Holding AG (participation certificate)

9,148

1,398,669

Sonova Holding AG

3,319

137,877

Swiss Life Holding AG

1,049

94,501

The Swatch Group AG (Reg.)

1,684

48,211

Zurich Financial Services AG (Reg.)

1,669

338,530

TOTAL SWITZERLAND

4,371,185

Common Stocks - continued

Shares

Value

Taiwan - 0.8%

Acer, Inc.

9,000

$ 11,719

Advanced Semiconductor Engineering, Inc.

40,128

17,086

China Steel Corp.

31,810

23,193

Everlight Electronics Co. Ltd.

12,199

18,492

First Financial Holding Co. Ltd.

57,600

27,154

HannStar Display Corp.

376,248

68,440

Hon Hai Precision Industry Co. Ltd. (Foxconn)

39,100

94,831

HTC Corp.

2,600

31,017

Innolux Display Corp.

31,900

23,743

Powertech Technology, Inc.

5,500

7,745

Taiwan Mobile Co. Ltd.

7,000

9,698

TOTAL TAIWAN

333,118

Thailand - 0.2%

PTT Exploration & Production PCL (For. Reg.)

7,100

17,717

Siam Commercial Bank PCL (For. Reg.)

28,000

43,466

Total Access Communication PCL:

unit

14,000

10,006

(For. Reg.)

8,600

6,114

TOTAL THAILAND

77,303

Turkey - 0.8%

Anadolu Efes Biracilik ve Malt Sanyii AS

13,480

113,530

Asya Katilim Bankasi AS

77,200

67,520

Bagfas Bandirma Gubre Fabrikalari AS

150

7,191

Enka Insaat ve Sanayi AS

4,866

18,127

Tupras-Turkiye Petrol Rafinerileri AS

5,000

63,166

Turkiye Garanti Bankasi AS (a)

32,200

52,570

Turkiye Vakiflar Bankasi TAO

11,000

10,618

TOTAL TURKEY

332,722

United Arab Emirates - 0.0%

DP World Ltd.

47

16

United Kingdom - 13.8%

Aegis Group PLC

89,000

93,785

Anglo American PLC (United Kingdom)

3,942

98,898

Autonomy Corp. PLC (a)

8,400

133,171

BAE Systems PLC

88,900

499,642

Barratt Developments PLC

4,400

5,477

BG Group PLC

14,900

219,062

BHP Billiton PLC

2,800

47,540

BHP Billiton PLC ADR

9,100

312,403

Common Stocks - continued

Shares

Value

United Kingdom - continued

British American Tobacco PLC:

(United Kingdom)

1,800

$ 49,367

sponsored ADR

3,100

168,516

Cairn Energy PLC (a)

300

7,771

Datacash Group PLC

11,300

39,343

easyJet PLC (a)

19,800

98,762

Eurasian Natural Resources Corp. PLC

1,000

5,001

HBOS PLC

61,159

100,131

HSBC Holdings PLC (United Kingdom) (Reg.)

9,363

110,884

Informa PLC

14,700

49,797

Man Group PLC

50,375

290,803

Max Petroleum PLC (a)

76,100

16,448

Misys PLC

27,000

48,340

National Grid PLC

7,800

87,857

Premier Foods PLC

159,000

70,493

Prudential PLC

20,900

104,975

Randgold Resources Ltd. sponsored ADR

300

9,303

Reckitt Benckiser Group PLC

10,600

448,323

Renovo Group PLC (a)

143,700

58,671

Rio Tinto PLC:

(Reg.)

3,000

140,119

sponsored ADR

690

128,250

Royal Bank of Scotland Group PLC

123,466

135,983

Royal Dutch Shell PLC Class A sponsored ADR

15,200

848,312

Serco Group PLC

45,900

273,694

Sibir Energy PLC (a)

1,800

7,162

Tesco PLC

54,900

300,766

Vodafone Group PLC

40,300

77,516

Vodafone Group PLC sponsored ADR

19,500

375,765

Xstrata PLC

1,200

20,523

TOTAL UNITED KINGDOM

5,482,853

United States of America - 5.3%

Allergan, Inc.

1,900

75,373

Berkshire Hathaway, Inc. Class B (a)

80

307,200

Chiquita Brands International, Inc. (a)

6,000

81,900

Cypress Semiconductor Corp. (a)

10,000

50,100

FMC Technologies, Inc. (a)

1,000

34,990

Freeport-McMoRan Copper & Gold, Inc. Class B

300

8,730

Gilead Sciences, Inc. (a)

3,600

165,060

JPMorgan Chase & Co.

3,000

123,750

Juniper Networks, Inc. (a)

11,500

215,510

Common Stocks - continued

Shares

Value

United States of America - continued

Lululemon Athletica, Inc. (a)

300

$ 4,251

MasterCard, Inc. Class A

700

103,474

Mohawk Industries, Inc. (a)

700

33,866

Philip Morris International, Inc.

7,000

304,290

Pricesmart, Inc.

7,095

105,716

SanDisk Corp. (a)

3,900

34,671

Sunpower Corp. Class B (a)

2,742

81,191

Varian Semiconductor Equipment Associates, Inc. (a)

2,800

54,936

Visa, Inc.

5,900

326,565

TOTAL UNITED STATES OF AMERICA

2,111,573

TOTAL COMMON STOCKS

(Cost $66,712,564)

38,936,426

Nonconvertible Preferred Stocks - 0.5%

 

 

 

 

Brazil - 0.1%

Usinas Siderurgicas de Minas Gerais SA - Usiminas (PN-A) (non-vtg.)

1,150

14,719

Germany - 0.1%

ProSiebenSat.1 Media AG

10,900

32,899

Italy - 0.3%

Fiat SpA (Risp)

3,200

14,504

Telecom Italia SpA (Risp)

135,800

114,279

TOTAL ITALY

128,783

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $443,113)

176,401

Cash Equivalents - 2.8%

Maturity Amount

Value

Investments in repurchase agreements in a joint trading account at 0.14%, dated 10/31/08 due 11/3/08:

(Collateralized by U.S. Treasury Obligations) #

$ 29,000

$ 29,000

(Collateralized by U.S. Treasury Obligations) #

1,081,012

1,081,000

TOTAL CASH EQUIVALENTS

(Cost $1,110,000)

1,110,000

TOTAL INVESTMENT PORTFOLIO - 101.2%

(Cost $68,265,677)

40,222,827

NET OTHER ASSETS - (1.2)%

(460,584)

NET ASSETS - 100%

$ 39,762,243

Legend

(a) Non-income producing

(b) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $36,668 or 0.1% of net assets.

# Additional Information on each counterparty to the repurchase agreement is as follows:

Repurchase Agreement / Counterparty

Value

$29,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 1,954

Banc of America Securities LLC

3,908

Barclays Capital, Inc.

3,908

Repurchase Agreement / Counterparty

Value

Deutsche Bank Securities, Inc.

$ 10,159

Morgan Stanley & Co., Inc.

278

UBS Securities LLC

8,793

 

$ 29,000

$1,081,000 due 11/03/08 at 0.14%

BNP Paribas Securities Corp.

$ 72,833

Banc of America Securities LLC

145,666

Barclays Capital, Inc.

145,666

Deutsche Bank Securities, Inc.

378,731

Morgan Stanley & Co., Inc.

10,355

UBS Securities LLC

327,749

 

$ 1,081,000

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Securities Lending Cash Central Fund

$ 685

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $10,058,675 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including repurchase agreements of $1,110,000) -
See accompanying schedule:

Unaffiliated issuers (cost $68,265,677)

 

$ 40,222,827

Foreign currency held at value (cost $19,550)

19,610

Receivable for investments sold

420,878

Receivable for fund shares sold

48,897

Dividends receivable

137,659

Distributions receivable from Fidelity Central Funds

487

Receivable from investment adviser for expense reductions

60,634

Other receivables

2,568

Total assets

40,913,560

 

 

 

Liabilities

Payable to custodian bank

$ 500,703

Payable for investments purchased

454,874

Payable for fund shares redeemed

65,416

Accrued management fee

24,662

Distribution fees payable

7,025

Other affiliated payables

13,587

Other payables and accrued expenses

85,050

Total liabilities

1,151,317

 

 

 

Net Assets

$ 39,762,243

Net Assets consist of:

 

Paid in capital

$ 77,832,504

Undistributed net investment income

796,810

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(10,821,709)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(28,045,362)

Net Assets

$ 39,762,243

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund
Financial Statements - continued

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share
($5,944,308 ÷ 1,214,214 shares)

$ 4.90

 

 

 

Maximum offering price per share (100/94.25 of $4.90)

$ 5.20

Class T:
Net Asset Value
and redemption price per share ($2,566,919 ÷ 525,601 shares)

$ 4.88

 

 

 

Maximum offering price per share (100/96.50 of $4.88)

$ 5.06

Class B:
Net Asset Value
and offering price per share ($2,505,484 ÷ 515,596 shares)A

$ 4.86

 

 

 

Class C:
Net Asset Value
and offering price per share ($2,786,793 ÷ 573,503 shares)A

$ 4.86

 

 

 

Total International Equity:
Net Asset Value
, offering price and redemption price per share ($23,226,171 ÷ 4,734,729 shares)

$ 4.91

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,732,568 ÷ 557,020 shares)

$ 4.91

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Operations

For the period November 1, 2007
(commencement of operations)
to October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 1,864,250

Interest

 

50,882

Income from Fidelity Central Funds

 

685

 

 

1,915,817

Less foreign taxes withheld

 

(176,331)

Total income

 

1,739,486

 

 

 

Expenses

Management fee

$ 434,811

Transfer agent fees

140,800

Distribution fees

124,559

Accounting and security lending fees

31,886

Custodian fees and expenses

333,396

Independent trustees' compensation

250

Registration fees

134,079

Audit

76,578

Legal

2,967

Miscellaneous

2,464

Total expenses before reductions

1,281,790

Expense reductions

(399,945)

881,845

Net investment income (loss)

857,641

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(10,808,092)

Foreign currency transactions

(58,619)

Total net realized gain (loss)

 

(10,866,711)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(28,043,005)

Assets and liabilities in foreign currencies

(2,357)

Total change in net unrealized appreciation (depreciation)

 

(28,045,362)

Net gain (loss)

(38,912,073)

Net increase (decrease) in net assets resulting from operations

$ (38,054,432)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund
Financial Statements - continued

Statement of Changes in Net Assets

 

For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Increase (Decrease) in Net Assets

 

Operations

 

Net investment income (loss)

$ 857,641

Net realized gain (loss)

(10,866,711)

Change in net unrealized appreciation (depreciation)

(28,045,362)

Net increase (decrease) in net assets resulting
from operations

(38,054,432)

Distributions to shareholders from net investment income

(15,829)

Share transactions - net increase (decrease)

77,824,722

Redemption fees

7,782

Total increase (decrease) in net assets

39,762,243

 

 

Net Assets

Beginning of period

-

End of period (including undistributed net investment income of $796,810)

$ 39,762,243

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .11

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.10)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.90

Total Return A, B

  (51.00)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.00%

Expenses net of fee waivers, if any

  1.50%

Expenses net of all reductions

  1.48%

Net investment income (loss)

  1.35%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 5,944

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .09

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.12)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.88

Total Return A, B

  (51.20)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.42%

Expenses net of fee waivers, if any

  1.75%

Expenses net of all reductions

  1.73%

Net investment income (loss)

  1.10%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,567

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (5.19)

Total from investment operations

  (5.14)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.86

Total Return A, B

  (51.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.92%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.24%

Net investment income (loss)

  .60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,505

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) C

  .05

Net realized and unrealized gain (loss)

  (5.19)

Total from investment operations

  (5.14)

Redemption fees added to paid in capital C, E

  -

Net asset value, end of period

$ 4.86

Total Return A, B

  (51.40)%

Ratios to Average Net Assets D, G

 

Expenses before reductions

  2.92%

Expenses net of fee waivers, if any

  2.25%

Expenses net of all reductions

  2.23%

Net investment income (loss)

  .60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,787

Portfolio turnover rate F

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

E Amount represents less than $.01 per share.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Total International Equity

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .13

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.08)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 4.91

Total Return A

  (50.87)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  1.89%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 23,226

Portfolio turnover rate E

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

 
For the period
November 1, 2007
(commencement
of operations) to
October 31, 2008

Selected Per-Share Data

 

Net asset value, beginning of period

$ 10.00

Income from Investment Operations

 

Net investment income (loss) B

  .13

Net realized and unrealized gain (loss)

  (5.21)

Total from investment operations

  (5.08)

Distributions from net investment income

  (.01)

Redemption fees added to paid in capital B, D

  -

Net asset value, end of period

$ 4.91

Total Return A

  (50.87)%

Ratios to Average Net Assets C, F

 

Expenses before reductions

  1.91%

Expenses net of fee waivers, if any

  1.25%

Expenses net of all reductions

  1.23%

Net investment income (loss)

  1.60%

Supplemental Data

 

Net assets, end of period (000 omitted)

$ 2,733

Portfolio turnover rate E

  91%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

D Amount represents less than $.01 per share.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Fidelity Total International Equity Fund

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity Total International Equity Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, Total International Equity, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. There are no unrecognized tax benefits in the accompanying financial statements in connection with the tax positions expected to be taken in the initial filing of the Fund's federal tax return. Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 158,517

Unrealized depreciation

(28,966,751)

Net unrealized appreciation (depreciation)

(28,808,234)

Undistributed ordinary income

796,810

Capital loss carryforward

(10,058,675)

 

 

Cost for federal income tax purposes

$ 69,031,061

The tax character of distributions paid was as follows:

 

October 31, 2008

Ordinary Income

$ 15,829

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements. The Fund will adopt the provisions of SFAS 157 effective for its fiscal year beginning November 1, 2008.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to

Annual Report

4. Operating Policies - continued

Repurchase Agreements - continued

ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, short-term securities, aggregated $130,088,576 and $52,054,096, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over the performance period). The upward or downward adjustment to the management fee is based on the investment performance of the Total International Equity Class as compared to an appropriate benchmark index. The Fund's performance period began on December 1, 2007 and subsequent months will be added until the performance period includes 36 months. The Fund's performance adjustment will take effect in November 2008. For the period, the total annual management fee rate was .71% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period,

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 17,319

$ 11,412

Class T

.25%

.25%

21,454

20,724

Class B

.75%

.25%

42,037

41,866

Class C

.75%

.25%

43,749

42,879

 

 

 

$ 124,559

$ 116,881

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 1,403

Class T

263

Class B*

267

Class C*

220

 

$ 2,153

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales
are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

shareholder reports, except proxy statements. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 11,710

.17

Class T

7,052

.16

Class B

6,840

.16

Class C

7,566

.17

Total International Equity

100,429

.27

Institutional Class

7,203

.16

 

$ 140,800

 

Accounting and Security Lending Fees. Fidelity Service Company, Inc. (FSC), an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1,684 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $86 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

8. Security Lending - continued

securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $685.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.50%

$ 34,674

Class T

1.75%

28,711

Class B

2.25%

28,025

Class C

2.25%

29,021

Total International Equity

1.25%

239,225

Institutional Class

1.25%

28,855

 

 

$ 388,511

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $11,434 for the period.

Annual Report

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

FMR or its affiliates were the owners of record of 32% of the total outstanding shares of the Fund.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

From net investment income

 

Total International Equity

$ 13,264

Institutional Class

2,565

Total

$ 15,829

Annual Report

Fidelity Total International Equity Fund
Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

 

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

For the period
November 1, 2007
(commencement of operations) to
October 31, 2008

Class A

 

 

Shares sold

1,253,571

$ 11,409,450

Shares redeemed

(39,357)

(262,908)

Net increase (decrease)

1,214,214

$ 11,146,542

Class T

 

 

Shares sold

536,757

$ 5,311,723

Shares redeemed

(11,156)

(95,096)

Net increase (decrease)

525,601

$ 5,216,627

Class B

 

 

Shares sold

516,780

$ 5,142,958

Shares redeemed

(1,184)

(8,679)

Net increase (decrease)

515,596

$ 5,134,279

Class C

 

 

Shares sold

576,912

$ 5,653,538

Shares redeemed

(3,409)

(27,077)

Net increase (decrease)

573,503

$ 5,626,461

Total International Equity

 

 

Shares sold

7,339,025

$ 65,416,828

Reinvestment of distributions

1,313

12,459

Shares redeemed

(2,605,609)

(20,217,092)

Net increase (decrease)

4,734,729

$ 45,212,195

Institutional Class

 

 

Shares sold

559,428

$ 5,503,211

Reinvestment of distributions

270

2,565

Shares redeemed

(2,678)

(17,158)

Net increase (decrease)

557,020

$ 5,488,618

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity Total International Equity Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity Total International Equity Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations, the statement of changes in net assets and the financial highlights for the period from November 1, 2007 (Commencement of Operations) to October 31, 2008. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audit.

We conducted our audit in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity Total International Equity Fund as of October 31, 2008, the results of its operations, the changes in its net assets and its financial highlights for the period from November 1, 2007 (Commencement of Operations) to October 31, 2008, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

Institutional Class designates 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Total International Equity Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, fund-paid 12b-1 fees, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. The Board noted that it is not possible to evaluate performance in any comprehensive fashion because the fund had been in operation for less than one calendar year. Once the fund has been in operation for at least one calendar year, the Board will review the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against a broad-based securities market index and a peer group of mutual funds.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the period of the fund's operations shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked, is also included in the chart and considered by the Board.

Fidelity Total International Equity Fund


fid1431

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for the period.

Furthermore, the Board considered that the fund's management fee includes a performance adjustment component (that is, the fund's management fee will be subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index). The performance adjustment will take effect on November 1, 2008, after the period shown in the chart above.

Annual Report

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A and Fidelity Total International Equity (retail class) ranked equal to its competitive median for the period and the total expenses of each of Class T, Class B, Class C, and Institutional Class ranked above its competitive median for the period. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in some cases above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

Annual Report

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors
(U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Inc.

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

State Street Bank & Trust Company

Quincy, MA

ATIEI-UANN-1208
1.853356.100

fid959

Fidelity®
International Small Cap
Fund

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Managements' Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Life of
fund
A

International Small Cap

-53.25%

3.91%

13.32%

A From September 18, 2002.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in International Small Cap, a class of the fund, on September 18, 2002, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period.


fid1447

Annual Report

Managements' Discussion of Fund Performance

Comments from Colin Stone, Noriko Takahashi and Wilson Wong, Co-Portfolio Managers of Fidelity® International Small Cap Fund

International stocks fell hard during the 12 months ending October 31, 2008, especially during the latter stages of the period and mostly as a result of fallout from the financial crisis in the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. The weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets declined 56.22%, as measured by the MSCI Emerging Markets Index.

During the year, the fund's Retail Class shares returned -53.25%, versus -53.46% for the MSCI Europe, Australasia, Far East Small Cap Index. Stock selection was helpful in Germany and Canada. Conversely, our picks in Japan and Australia hurt. On a sector basis, stock and market selection in health care and materials helped, as did our cash stake, while poor picks in information technology, consumer discretionary, industrials and financials detracted. The Asia-Pacific ex Japan subportfolio beat its benchmark. Contributors included Australia's Incitec Pivot, which benefited from high fertilizer prices earlier in the period and which we sold. An out-of-benchmark stake in Oil Search - based in Papua New Guinea - helped as well. Detractors included Queensland Gas Company, an Australian holding that we sold. The Europe/Middle East/Africa subportfolio edged its benchmark. Western Canadian Coal profited from higher coal prices and was sold from the fund. Swiss biopharmaceutical company Actelion also added value, while U.K.-headquartered Phorm, a global digital technology company, detracted. The three stocks just mentioned were out-of-index holdings. The Japanese subportfolio trailed its benchmark. Crystal electronic parts maker Nihon Dempa Kogyo - which we sold - and auto parts manufacturer Nippon Seiki detracted. Tsumura, an herbal medicine company, contributed.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to October 31, 2008

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 546.80

$ 6.42

HypotheticalA

 

$ 1,000.00

$ 1,016.84

$ 8.36

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 546.40

$ 7.39

HypotheticalA

 

$ 1,000.00

$ 1,015.58

$ 9.63

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 545.20

$ 9.32

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 545.20

$ 9.32

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

International Small Cap

1.52%

 

 

 

Actual

 

$ 1,000.00

$ 547.60

$ 5.91

HypotheticalA

 

$ 1,000.00

$ 1,017.50

$ 7.71

Institutional Class

1.40%

 

 

 

Actual

 

$ 1,000.00

$ 547.70

$ 5.45

HypotheticalA

 

$ 1,000.00

$ 1,018.10

$ 7.10

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 32.3%

fid910

United Kingdom 19.7%

fid912

United States of America 8.3%

fid914

Australia 7.6%

fid916

Germany 6.5%

fid1003

France 5.3%

fid918

Switzerland 2.6%

fid920

Sweden 1.7%

fid922

Spain 1.7%

fid926

Other 14.3%

fid1459

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

Japan 29.8%

fid910

United Kingdom 17.0%

fid912

Australia 10.5%

fid914

United States of America 7.3%

fid916

Canada 3.8%

fid1003

Germany 3.2%

fid918

France 2.8%

fid920

Sweden 2.4%

fid922

Bermuda 2.3%

fid926

Other 20.9%

fid1471

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

92.5

95.0

Bonds

0.0

0.4

Short-Term Investments and Net Other Assets

7.5

4.6

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Actelion Ltd. (Reg.) (Switzerland, Biotechnology)

1.7

1.1

Biotest AG (non-vtg.) (Germany, Biotechnology)

1.5

0.0

ASOS PLC (United Kingdom, Internet & Catalog Retail)

1.3

0.0

Seven Bank Ltd. (Japan, Commercial Banks)

1.0

0.0

Grifols SA (Spain, Biotechnology)

1.0

0.7

Xchanging PLC (United Kingdom, IT Services)

1.0

0.6

Datacash Group PLC (United Kingdom, IT Services)

1.0

0.7

Fresenius Medical Care AG (Germany, Health Care Providers & Services)

0.9

0.5

Autonomy Corp. PLC (United Kingdom, Software)

0.9

0.6

SHO-BOND Holdings Co. Ltd. (Japan, Construction & Engineering)

0.8

0.0

 

11.1

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Health Care

19.4

8.8

Industrials

14.8

14.9

Consumer Discretionary

14.8

17.0

Information Technology

12.8

12.1

Financials

9.1

7.2

Materials

6.4

19.4

Energy

6.0

8.3

Consumer Staples

5.1

6.9

Utilities

2.6

0.3

Telecommunication Services

1.3

0.5

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 90.8%

Shares

Value (000s)

Australia - 7.6%

AGL Energy Ltd.

41,046

$ 385

Allied Gold Ltd. (a)

1,000,000

143

Allied Gold Ltd. (United Kingdom) (a)

5,974,800

904

Ansell Ltd.

468,802

3,942

APA Group unit

1,269,996

2,474

Bradken Ltd.

84,197

278

Centamin Egypt Ltd. (a)

8,016,301

3,471

Centennial Coal Co. Ltd.

905,473

2,128

Charter Hall Group unit

393,821

117

Coal of Africa Ltd. (a)

2,057,900

1,685

CopperCo Ltd. (a)

3,342,244

219

David Jones Ltd.

1,228,763

2,529

DUET Group

1,515,279

2,417

International Ferro Metals

993,881

570

Invocare Ltd.

35,429

115

Iress Market Technology Ltd.

210,229

653

JB Hi-Fi Ltd. (d)

246,857

1,448

Macquarie Airports unit

520,928

740

Metcash Ltd.

884,235

2,385

Monto Minerals Ltd. (a)

8,206,552

0

Monto Minerals Ltd. warrants 5/25/09 (a)

1,485,934

0

Navitas Ltd.

1,655,222

2,335

Northern Iron Ltd.

614,455

307

Nufarm Ltd.

144,837

1,048

SAI Global Ltd.

345,535

564

Seek Ltd. (d)

428,872

948

SP AusNet unit

3,634,154

2,677

Spark Infrastructure Group unit (f)

1,942,854

1,898

Tassal Group Ltd.

3,261,040

3,800

Tattersall's Ltd.

485,563

813

Tianshan Goldfields Ltd. (a)

744,712

34

Tianshan Goldfields Ltd. (United Kingdom) (a)

200,000

9

United Group Ltd.

280,367

1,778

WorleyParsons Ltd.

30,013

301

Wotif.com Holdings Ltd.

340,639

784

TOTAL AUSTRALIA

43,899

Belgium - 0.1%

Hansen Transmission International NV

500,100

839

Bermuda - 1.2%

Oakley Capital Investments Ltd. (a)

1,458,000

1,508

Peace Mark Holdings Ltd.

788,000

0

Common Stocks - continued

Shares

Value (000s)

Bermuda - continued

Ports Design Ltd.

118,500

$ 138

PureCircle Ltd.

616,000

1,359

Seadrill Ltd.

133,600

1,286

Vtech Holdings Ltd.

622,000

2,317

Zambezi Resources Ltd.:

CDI (a)

2,184,593

80

warrants 8/31/09 (a)

108,686

1

TOTAL BERMUDA

6,689

British Virgin Islands - 1.0%

Albidon Ltd. unit (a)

1,469,000

455

Kalahari Energy (g)

1,451,000

1,814

Playtech Ltd. (d)

672,400

3,745

TOTAL BRITISH VIRGIN ISLANDS

6,014

Canada - 1.0%

AirSea Lines (g)

1,893,338

362

AirSea Lines warrants 8/4/11 (a)(g)

1,862,300

0

Aquiline Resources, Inc. (a)

125,900

108

European Goldfields Ltd. (a)

966,800

1,211

Red Back Mining, Inc. (a)

742,600

2,919

Rock Well Petroleum, Inc. (g)

770,400

125

Starfield Resources, Inc. (a)

4,328,075

933

TOTAL CANADA

5,658

Cayman Islands - 1.1%

International Consolidated Minerals, Inc. (a)

852,927

868

New Oriental Education & Technology Group, Inc. sponsored ADR (a)

28,000

1,791

New World Department Store China Ltd.

3,079,000

1,706

Orchid Developments Group Ltd. (a)

1,211,000

1,607

Stella International Holdings Ltd.

134,000

113

TOTAL CAYMAN ISLANDS

6,085

China - 0.2%

Baidu.com, Inc. sponsored ADR (a)

2,400

494

Yantai Changyu Pioneer Wine Co. (B Shares)

254,510

791

TOTAL CHINA

1,285

Common Stocks - continued

Shares

Value (000s)

Cyprus - 1.0%

Buried Hill Energy (Cyprus) PCL (g)

1,947,000

$ 4,906

Mirland Development Corp. PLC (a)

800,700

1,033

TOTAL CYPRUS

5,939

Denmark - 0.6%

Vestas Wind Systems AS (a)

83,500

3,420

Egypt - 0.2%

Talaat Moustafa Group Holding

1,669,700

1,101

Finland - 0.5%

Nokian Tyres Ltd.

222,740

2,912

France - 5.3%

Adenclassifieds SA (a)

26,500

540

Altamir Amboise

311,100

1,247

ALTEN (a)(d)

48,200

1,215

April Group

84,200

3,054

Audika SA

108,200

2,523

Boursorama (a)

165,300

1,206

Delachaux SA (d)

55,900

3,075

Devoteam SA

41,900

753

Iliad Group SA

46,600

3,685

Laurent-Perrier Group

8,460

686

LeGuide.com SA (a)

96,800

1,589

Maisons France Confort

48,000

830

Meetic (a)(d)

236,186

3,330

SeLoger.com (a)(d)

139,000

2,606

SR Teleperformance SA

109,300

2,359

Vilmorin & Cie (d)

18,910

1,848

TOTAL FRANCE

30,546

Germany - 5.0%

Biotest AG

1,902

140

CTS Eventim AG

68,800

1,737

Delticom AG

53,200

2,676

Fresenius Medical Care AG

115,410

5,249

Gerresheimer AG

91,400

3,204

KROMI Logistik AG (a)

126,500

684

Q-Cells AG (a)(d)

73,100

2,876

Rational AG

27,500

2,865

SMA Solar Technology AG

55,500

2,506

Solarvalue AG

96,800

90

STRATEC Biomedical Systems AG

53,265

900

United Internet AG

345,300

3,118

Common Stocks - continued

Shares

Value (000s)

Germany - continued

Vossloh AG

16,900

$ 1,306

Wirecard AG

277,950

1,628

TOTAL GERMANY

28,979

Greece - 0.6%

Babis Vovos International Technical SA (a)

132,000

2,474

Jumbo SA

84,900

862

TOTAL GREECE

3,336

Hong Kong - 0.7%

Cafe de Coral Holdings Ltd.

1,094,000

1,719

Champion (REIT)

1,652,000

397

First Pacific Co. Ltd.

1,686,000

681

Melco International Development Ltd.

914,000

164

Midland Holdings Ltd.

624,000

260

Prosperity (REIT)

1,329,000

143

Sa Sa International Holdings Ltd.

2,010,000

307

Shaw Brothers (Hong Kong) Ltd.

93,000

101

Texwinca Holdings Ltd.

1,022,000

478

TOTAL HONG KONG

4,250

Indonesia - 0.1%

PT Bumi Resources Tbk

2,782,000

364

Ireland - 0.2%

Kenmare Resources PLC (a)

1,165,900

292

Kenmare Resources PLC warrants 7/23/09 (a)

1,712,500

84

Paddy Power PLC (Ireland)

54,700

933

Vimio PLC (a)

867,300

0

TOTAL IRELAND

1,309

Italy - 0.3%

Seldovia Native Association, Inc. (SNAI) (a)(d)

351,590

1,052

Teleunit SpA (a)(e)

12,312,258

458

TOTAL ITALY

1,510

Japan - 32.3%

Aioi Insurance Co. Ltd.

235,000

965

Air Water, Inc.

436,000

4,105

Airport Facilities Co. Ltd.

186,700

1,012

Alpen Co. Ltd.

125,700

2,186

ARCS Co. Ltd.

137,800

1,963

Arnest One Corp. (d)

293,900

379

C. Uyemura & Co. Ltd.

59,100

1,679

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Chiba Bank Ltd.

256,000

$ 1,265

Coca-Cola West Japan Co. Ltd.

90,700

1,819

COMSYS Holdings Corp.

147,000

1,051

Create SD Co. Ltd.

52,700

807

Culture Convenience Club Co. Ltd. (d)

149,700

992

Daicel Chemical Industries Ltd.

588,000

2,120

Daihen Corp. (d)

1,132,000

2,639

Daikin Industries Ltd.

40,700

915

Dainippon Screen Manufacturing Co. Ltd.

336,000

716

Daiseki Co. Ltd.

98,830

2,251

Daito Gyorui Co. Ltd.

13,000

14

Don Quijote Co. Ltd.

113,200

2,053

eAccess Ltd. (d)

3,211

1,493

EPS Co. Ltd.

979

4,100

FamilyMart Co. Ltd.

88,000

3,486

Ferrotec Corp.

93,700

1,037

FreeBit Co., Ltd. (a)(d)

259

1,059

Furuno Electric Co. Ltd.

193,400

1,147

Green Hospital Supply, Inc. (a)(d)

2,215

755

Hamamatsu Photonics KK

68,500

1,520

Hisaka Works Ltd.

81,000

934

Hisamitsu Pharmaceutical Co., Inc.

37,100

1,546

Hitachi Construction Machinery Co. Ltd. (d)

79,800

926

Hitachi Metals Ltd.

105,000

789

Hitachi Transport System Ltd.

80,700

1,079

Hokuto Corp.

97,500

2,582

Ichirokudo Co. Ltd. (a)

822

397

Ichiyoshi Securities Co. Ltd.

185,300

1,484

Iino Kaiun Kaisha Ltd. (d)

315,600

1,613

Inpex Corp.

447

2,595

Itochu Corp.

339,000

1,791

Japan Asia Investment Co. Ltd. (d)

805,000

611

JFE Shoji Holdings, Inc.

272,000

859

Jupiter Telecommunications Co.

3,036

2,050

Kakaku.com, Inc. (d)

1,216

3,577

Kinki Sharyo Co. Ltd. (d)

234,000

862

Kuraray Co. Ltd.

370,500

2,835

McDonald's Holdings Co. (Japan) Ltd.

108,500

1,657

Meiko Electronics Co. Ltd.

94,200

1,066

Mitsubishi UFJ Lease & Finance Co. Ltd.

118,280

2,832

Nabtesco Corp.

145,000

884

Namco Bandai Holdings, Inc.

414,000

4,257

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Nihon Kohden Corp.

206,100

$ 3,481

Nihon M&A Center, Inc. (d)

291

1,122

Nihon Nohyaku Co. Ltd. (d)

361,000

1,958

Nikon Corp.

124,000

1,747

Nippon Seiki Co. Ltd.

229,000

1,516

Nissha Printing Co. Ltd. (d)

12,900

717

NOF Corp.

384,000

1,101

NS Solutions Corp.

97,400

1,184

Obara Corp.

50

0

Oenon Holdings, Inc.

663,000

1,761

Oiles Corp.

48

1

Onward Holdings Co. Ltd.

76,000

556

ORIX JREIT, Inc.

733

3,360

Otsuka Corp.

46,500

2,339

Pigeon Corp. (d)

80,500

2,339

Point, Inc.

85,540

4,201

R-Tech Ueno Ltd. (d)

70

409

Rengo Co. Ltd. (d)

649,000

3,309

Resona Holdings, Inc. (d)

1,125

1,180

Rohto Pharmaceutical Co. Ltd.

309,000

3,503

Roland DG Corp. (d)

53,600

668

Saizeriya Co. Ltd. (d)

270,400

4,033

Sankyu, Inc.

913,000

2,877

Santen Pharmaceutical Co. Ltd.

128,000

3,273

Sato Corp.

351,000

3,508

Sec Carbon Ltd.

126,000

413

Sega Sammy Holdings, Inc. (d)

299,300

2,263

Sekisui Chemical Co. Ltd.

216,000

1,262

Seven Bank Ltd.

1,972

5,680

Shimadzu Corp.

395,000

2,703

Shin Nippon Biomedical Laboratories Ltd. (d)

154,000

1,976

Shin-Kobe Electric Machinery Co. Ltd. (d)

173,000

835

Shinohara Systems of Construction Co. Ltd.

268

61

SHO-BOND Holdings Co. Ltd.

274,800

4,909

So-net M3, Inc. (d)

925

3,128

Sony Financial Holdings, Inc.

441

1,434

SRI Sports Ltd.

1,058

890

Stanley Electric Co. Ltd.

215,800

2,713

Start Today Co. Ltd. (d)

426

833

Sumitomo Rubber Industries Ltd.

129,500

1,142

Sysmex Corp.

62,100

1,929

T&D Holdings, Inc.

24,450

934

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Taikisha Ltd.

275,400

$ 3,931

Takeei Corp. (d)

87,100

750

The Suruga Bank Ltd.

150,000

1,412

Tocalo Co. Ltd.

61,800

597

Toho Pharmaceutical Co. Ltd.

34,000

365

Tohoku Electric Power Co., Inc.

43,800

984

Tokai Carbon Co. Ltd.

78,000

409

Tokyo Gas Co. Ltd.

235,000

1,010

Toyo Suisan Kaisha Ltd.

164,000

4,228

Tsumura & Co.

170,100

4,353

USJ Co. Ltd.

4,057

1,677

Works Applications Co. Ltd.

2,985

1,834

TOTAL JAPAN

185,552

Korea (South) - 0.1%

Taewoong Co. Ltd.

8,436

412

Luxembourg - 0.3%

GlobeOp Financial Services SA

741,785

1,853

Malaysia - 0.1%

Top Glove Corp. Bhd

380,700

408

Netherlands - 1.5%

Brunel International NV

96,600

1,249

Cryo-Save Group NV

679,500

307

Gemalto NV (a)

77,100

2,160

QIAGEN NV (a)

282,300

4,144

SMARTRAC NV (a)

49,800

671

TOTAL NETHERLANDS

8,531

New Zealand - 0.4%

Fisher & Paykel Healthcare Corp.

877,173

1,521

The Warehouse Group Ltd.

401,934

934

TOTAL NEW ZEALAND

2,455

Norway - 1.1%

IMAREX NOS ASA (a)

169,600

1,532

Norwegian Property ASA

400,590

597

Revus Energy ASA (a)

261,800

4,014

TOTAL NORWAY

6,143

Common Stocks - continued

Shares

Value (000s)

Papua New Guinea - 0.5%

Lihir Gold Ltd. (a)

750,837

$ 936

Oil Search Ltd.

553,039

1,675

TOTAL PAPUA NEW GUINEA

2,611

Singapore - 1.2%

MobileOne Ltd.

609,000

542

Raffles Medical Group Ltd.

2,607,000

1,165

Singapore Post Ltd.

1,313,000

630

SMRT Corp. Ltd.

3,369,000

3,549

Suntec (REIT)

1,498,000

717

TOTAL SINGAPORE

6,603

Spain - 1.7%

Grifols SA

280,872

5,590

Laboratorios Almirall SA

159,700

1,415

Laboratorios Farmaceuticos ROVI SA

305,800

2,735

TOTAL SPAIN

9,740

Sweden - 1.7%

Countermine Technologies AB warrants 3/1/10 (a)

1,085,197

69

Elekta AB (B Shares)

332,800

4,208

Intrum Justitia AB

235,600

2,327

Modern Times Group MTG AB (B Shares)

54,310

1,165

Q-Med AB

207,100

852

RNB RETAIL AND BRANDS AB (d)

274,351

147

XCounter AB (a)

1,108,000

992

TOTAL SWEDEN

9,760

Switzerland - 2.6%

Actelion Ltd. (Reg.) (a)

186,820

9,860

Arpida Ltd. (a)

135

1

Basilea Pharmaceutica AG (a)

13,960

1,893

Cytos Biotechnology AG (a)

30,781

932

VZ Holding AG

48,110

1,975

TOTAL SWITZERLAND

14,661

Taiwan - 0.1%

Sinyi Realty, Inc.

694,645

769

Thailand - 0.2%

Advanced Info Service PCL (For. Reg.)

391,200

829

Total Access Communication PCL

897,500

543

TOTAL THAILAND

1,372

Common Stocks - continued

Shares

Value (000s)

United Kingdom - 19.5%

Abcam PLC

354,600

$ 2,590

ACP Capital Ltd.

265,625

68

Advanced Fluid Connections PLC (a)

7,009,687

0

Afren PLC (a)

2,379,850

1,826

Antisoma PLC (a)

3,747,300

1,151

Appian Technology PLC warrants 7/11/09 (a)(g)

479,045

0

Ark Therapeutics Group PLC (a)

789,321

534

ASOS PLC (a)(d)

1,784,800

7,491

Autonomy Corp. PLC (a)

330,900

5,246

Axis Shield PLC (a)

502,500

2,396

Axon Group PLC

412,200

4,207

Blackstar Investors PLC (a)

169,235

162

Blinkx PLC (a)

2,063,000

617

Bond International Software PLC

583,666

483

Cadogan Petroleum PLC

1,406,300

1,895

Camco International Ltd. (a)

1,183,202

670

Carluccio's PLC

633,800

761

Celsis International PLC (a)

443,648

996

Centurion Electronics PLC (a)(e)

748,299

0

Ceres Power Holdings PLC (a)(d)

469,300

515

China Goldmines PLC (a)

590,953

341

Clerkenwell Ventures PLC (a)

2,023,000

945

Clipper Windpower PLC (a)

168,400

583

Concateno PLC (a)

1,990,000

2,952

Connaught PLC

385,900

2,131

Corac Group PLC (a)

3,979,104

2,152

Craneware PLC

865,000

2,965

CustomVis PLC (a)(e)

14,020,636

201

CVS Group PLC

374,200

879

Dana Petroleum PLC (a)

208,800

3,359

Datacash Group PLC

1,568,980

5,463

Eclipse Energy Co. Ltd. (g)

102,000

2,956

European Nickel PLC (a)

3,872,700

161

Faroe Petroleum PLC (a)

262,500

289

GoIndustry-DoveBid PLC (a)

1,466,500

155

IBS Group Holding Ltd. GDR (Reg. S)

311,000

1,344

Ideal Shopping Direct PLC

234,592

166

IG Group Holdings PLC

1,008,089

4,709

Inova Holding PLC (a)

1,443,461

0

Intec Telecom Systems PLC (a)

1,837,268

785

Jubilee Platinum PLC (a)

1,657,843

383

Keronite PLC (g)

13,620,267

1,315

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

Landround PLC warrants 12/11/09 (a)(g)

166,666

$ 0

Marwyn Value Investors II Ltd. (a)

1,670,000

1,033

Max Petroleum PLC (a)(d)

2,509,220

542

Michael Page International PLC

686,419

2,223

NCC Group Ltd.

288,215

1,629

Nviro Cleantech PLC (a)

2,175,000

978

Powerleague Group PLC

786,200

352

Pureprofile Media PLC (g)

1,108,572

669

Pursuit Dynamics PLC (a)(d)

804,239

1,058

Redhall Group PLC

370,000

1,088

Regenersis PLC (a)

815,000

962

Renewable Energy Generation Ltd.

1,762,500

2,294

RGI International Ltd. (a)

337,500

184

Romag Holdings PLC

542,000

1,035

Royalblue Group PLC

299,842

2,770

Salamander Energy PLC (a)

272,400

756

SDL PLC (a)

1,230,962

4,826

Serco Group PLC

480,699

2,866

Silverdell PLC (a)

921,000

379

Sinclair Pharma PLC (a)

1,888,371

599

Sphere Medical Holding PLC (g)

420,000

1,149

SR Pharma PLC (a)

2,889,000

802

Stem Cell Sciences PLC (a)

400,000

68

SubSea Resources PLC warrants 11/4/09 (a)

1,805,625

0

Synergy Health PLC (d)

418,515

2,537

TMO Biotec (g)

1,000,000

1,118

Toledo Mining Corp. PLC (a)

625,864

185

Triple Plate Junction PLC (a)

1,162,400

54

Ukrproduct Group Ltd.

988,000

284

Unite Group PLC

379,010

920

Valiant Petroleum PLC

160,000

923

Vectura Group PLC (a)

1,011,260

770

Wellstream Holdings PLC

248,600

1,735

Xchanging PLC

1,557,400

5,547

York Pharma PLC (a)

837,600

243

YouGov PLC (a)

1,865,154

2,345

Zenergy Power PLC (a)

761,280

1,206

ZincOx Resources PLC (a)

570,100

310

TOTAL UNITED KINGDOM

112,281

United States of America - 0.8%

CTC Media, Inc. (a)

336,700

2,492

Common Stocks - continued

Shares

Value (000s)

United States of America - continued

Cyberview Technology, Inc. (a)(e)

996,527

$ 0

Frontera Resources Corp. (a)

1,157,200

802

Frontier Mining Ltd. (a)

6,056,000

148

Phorm, Inc.

251,500

763

TyraTech, Inc. (a)

191,500

133

XL TechGroup, Inc. (a)

1,329,250

0

TOTAL UNITED STATES OF AMERICA

4,338

TOTAL COMMON STOCKS

(Cost $810,643)

521,624

Nonconvertible Preferred Stocks - 1.5%

 

 

 

 

Germany - 1.5%

Biotest AG (non-vtg.)
(Cost $11,136)

136,500

8,451

Investment Companies - 0.2%

 

 

 

 

United Kingdom - 0.2%

Brookwell Ltd. (e)
(Cost $3,644)

1,856,210

1,451

Money Market Funds - 12.9%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

42,315,053

42,315

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

31,582,427

31,582

TOTAL MONEY MARKET FUNDS

(Cost $73,897)

73,897

TOTAL INVESTMENT PORTFOLIO - 105.4%

(Cost $899,320)

605,423

NET OTHER ASSETS - (5.4)%

(30,973)

NET ASSETS - 100%

$ 574,450

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,898,000 or 0.3% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $14,415,000 or 2.5% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

AirSea Lines

8/4/06

$ 1,199

AirSea Lines warrants 8/4/11

8/4/06

$ 0

Appian Technology PLC warrants 7/11/09

2/18/05

$ 0

Buried Hill Energy (Cyprus) PCL

8/18/06

$ 2,142

Eclipse Energy Co. Ltd.

4/28/05

$ 1,459

Kalahari Energy

9/1/06

$ 1,814

Keronite PLC

8/16/06

$ 1,549

Landround PLC warrants 12/11/09

12/12/06

$ 0

Pureprofile Media PLC

5/3/05 - 1/11/06

$ 1,173

Rock Well Petroleum, Inc.

4/13/06

$ 1,004

Sphere Medical Holding PLC

8/27/08

$ 1,310

TMO Biotec

10/27/05

$ 535

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 1,569

Fidelity Securities Lending Cash Central Fund

1,694

Total

$ 3,263

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

ADVFN PLC

$ 2,066

$ -

$ 1,489

$ -

$ -

Allied Gold Ltd.

12,802

3,513

9,185

-

-

Allied Gold Ltd. (United Kingdom)

410

2,249

6,735

-

-

BioCare Solutions PLC

1,260

-

73

-

-

Brookwell Ltd.

-

3,644

-

-

1,451

Capital-XX Ltd.

3,105

736

1,321

-

-

Centurion Electronics PLC

89

-

-

-

-

Corac Group PLC

5,414

-

767

-

-

CustomVis PLC

591

421

8

-

201

Cyberview Technology, Inc.

3,802

-

-

-

-

Frontier Mining Ltd.

1,619

-

35

-

-

Healthcare Enterprise Group PLC

373

-

274

-

-

Hydrodec Group PLC

3,795

-

9,368

-

-

Impact Holdings PLC

650

-

188

-

-

Motivcom PLC

5,545

-

2,303

49

-

Phorm, Inc.

28,335

-

5,912

-

-

Skywest Airlines Ltd.

4,437

-

3,480

222

-

SPI Lasers PLC

3,778

-

1,986

-

-

Sylvania Resources Ltd.

25,111

640

6,598

-

-

Sylvania Resources Ltd. (United Kingdom)

13,425

818

27,147

-

-

Tanzanite One Ltd.

8,937

-

4,053

410

-

Teleunit SpA

1,025

-

26

-

458

Visual Defence, Inc.

1,503

-

509

-

-

Total

$ 128,072

$ 12,021

$ 81,457

$ 681

$ 2,110

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $28,799,000 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2008

Assets

Investment in securities, at value (including securities loaned of $29,883) - See accompanying schedule:

Unaffiliated issuers (cost $809,370)

$ 529,416

 

Fidelity Central Funds (cost $73,897)

73,897

 

Other affiliated issuers (cost $16,053)

2,110

 

Total Investments (cost $899,320)

 

$ 605,423

Foreign currency held at value (cost $821)

822

Receivable for investments sold

6,696

Receivable for fund shares sold

862

Dividends receivable

2,108

Distributions receivable from Fidelity Central Funds

136

Receivable from investment adviser for expense reductions

24

Other receivables

245

Total assets

616,316

 

 

 

Liabilities

Payable for investments purchased

$ 8,143

Payable for fund shares redeemed

1,075

Accrued management fee

618

Distribution fees payable

17

Other affiliated payables

223

Other payables and accrued expenses

208

Collateral on securities loaned, at value

31,582

Total liabilities

41,866

 

 

 

Net Assets

$ 574,450

Net Assets consist of:

 

Paid in capital

$ 905,604

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(37,825)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(293,329)

Net Assets

$ 574,450

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2008

Calculation of Maximum Offering Price

Class A:

 Net Asset Value and redemption price per share ($13,561 ÷ 1,138.35 shares)

$ 11.91

 

 

 

Maximum offering price per share (100/94.25 of $11.91)

$ 12.64

Class T:
Net Asset Value
and redemption price per share ($13,493 ÷ 1,139.44 shares)

$ 11.84

 

 

 

Maximum offering price per share (100/96.50 of $11.84)

$ 12.27

Class B:
Net Asset Value
and offering price per share ($3,230 ÷ 277.28 shares)A

$ 11.65

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,658 ÷ 483.62 shares)A

$ 11.70

 

 

 

 

 

 

International Small Cap:
Net Asset Value
, offering price and redemption price per share ($536,291 ÷ 44,591.13 shares)

$ 12.03

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,217 ÷ 184.55 shares)

$ 12.01

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2008

Investment Income

 

 

Dividends (including $681 earned from other affiliated issuers)

 

$ 17,101

Interest

 

348

Income from Fidelity Central Funds (including $1,694 from security lending)

 

3,263

 

 

20,712

Less foreign taxes withheld

 

(1,152)

Total income

 

19,560

 

 

 

Expenses

Management fee
Basic fee

$ 10,529

Performance adjustment

3,402

Transfer agent fees

2,880

Distribution fees

416

Accounting and security lending fees

577

Custodian fees and expenses

465

Independent trustees' compensation

6

Registration fees

84

Audit

136

Legal

7

Miscellaneous

207

Total expenses before reductions

18,709

Expense reductions

(736)

17,973

Net investment income (loss)

1,587

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $741)

6,591

Other affiliated issuers

3,373

 

Foreign currency transactions

(1,386)

Total net realized gain (loss)

 

8,578

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $751)

(799,901)

Assets and liabilities in foreign currencies

414

Total change in net unrealized appreciation (depreciation)

 

(799,487)

Net gain (loss)

(790,909)

Net increase (decrease) in net assets resulting from operations

$ (789,322)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,587

$ 7,040

Net realized gain (loss)

8,578

289,903

Change in net unrealized appreciation (depreciation)

(799,487)

201,775

Net increase (decrease) in net assets resulting
from operations

(789,322)

498,718

Distributions to shareholders from net investment income

(6,293)

(3,787)

Distributions to shareholders from net realized gain

(288,048)

(351,004)

Total distributions

(294,341)

(354,791)

Share transactions - net increase (decrease)

(123,774)

(298,912)

Redemption fees

146

245

Total increase (decrease) in net assets

(1,207,291)

(154,740)

 

 

 

Net Assets

Beginning of period

1,781,741

1,936,481

End of period (including undistributed net investment income of $0 and $7,171, respectively)

$ 574,450

$ 1,781,741

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.14

$ 28.79

$ 26.69

$ 21.25

$ 17.69

Income from Investment
Operations

 

 

 

 

Net investment income (loss) C

  - G

  .03

  (.02)

  .05

  .02

Net realized and unrealized gain (loss)

  (14.03)

  7.97

  5.05

  6.16

  3.83

Total from investment operations

  (14.03)

  8.00

  5.03

  6.21

  3.85

Distributions from net investment income

  (.03)

  -

  (.05)

  (.02)

  (.02)

Distributions from net realized gain

  (5.18)

  (5.65)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.20) H

  (5.65)

  (2.94)

  (.79)

  (.33)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.91

$ 31.14

$ 28.79

$ 26.69

$ 21.25

Total Return A, B

  (53.35)%

  33.43%

  20.22%

  30.16%

  22.36%

Ratios to Average Net Assets D, F

 

 

 

 

Expenses before reductions

  1.82%

  1.53%

  1.64%

  1.66%

  1.71%

Expenses net of fee waivers, if any

  1.65%

  1.53%

  1.64%

  1.66%

  1.71%

Expenses net of all reductions

  1.60%

  1.49%

  1.58%

  1.63%

  1.69%

Net investment income (loss)

  -% I

  .10%

  (.08)%

  .21%

  .09%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 14

$ 39

$ 37

$ 35

$ 13

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $5.20 per share is comprised of distributions from net investment income of $.026 and distributions from net realized gain of $5.176 per share.

I Amount represents less than .01%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.96

$ 28.64

$ 26.57

$ 21.20

$ 17.68

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.05)

  (.04)

  (.09)

  (.01)

  (.03)

Net realized and unrealized gain (loss)

  (13.95)

  7.93

  5.03

  6.12

  3.83

Total from investment operations

  (14.00)

  7.89

  4.94

  6.11

  3.80

Distributions from net investment income

  -

  -

  -

  -

  (.01)

Distributions from net realized gain

  (5.12)

  (5.57)

  (2.88)

  (.76)

  (.31)

Total distributions

  (5.12)

  (5.57)

  (2.88)

  (.76)

  (.32)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.84

$ 30.96

$ 28.64

$ 26.57

$ 21.20

Total Return A, B

  (53.46)%

  33.07%

  19.93%

  29.72%

  22.07%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.07%

  1.77%

  1.89%

  1.92%

  1.94%

Expenses net of fee waivers, if any

  1.90%

  1.77%

  1.89%

  1.91%

  1.94%

Expenses net of all reductions

  1.86%

  1.73%

  1.83%

  1.88%

  1.92%

Net investment income (loss)

  (.25)%

  (.14)%

  (.32)%

  (.04)%

  (.14)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 13

$ 41

$ 42

$ 42

$ 15

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.49

$ 28.26

$ 26.24

$ 20.99

$ 17.62

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.16)

  (.18)

  (.24)

  (.14)

  (.16)

Net realized and unrealized gain (loss)

  (13.73)

  7.82

  4.98

  6.08

  3.80

Total from investment operations

  (13.89)

  7.64

  4.74

  5.94

  3.64

Distributions from net realized gain

  (4.95)

  (5.41)

  (2.73)

  (.71)

  (.31)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.65

$ 30.49

$ 28.26

$ 26.24

$ 20.99

Total Return A, B

  (53.68)%

  32.38%

  19.28%

  29.13%

  21.21%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.58%

  2.30%

  2.48%

  2.49%

  2.63%

Expenses net of fee waivers, if any

  2.40%

  2.30%

  2.40%

  2.43%

  2.63%

Expenses net of all reductions

  2.36%

  2.26%

  2.34%

  2.40%

  2.60%

Net investment income (loss)

  (.75)%

  (.66)%

  (.84)%

  (.56)%

  (.83)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 3

$ 11

$ 11

$ 13

$ 5

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.62

$ 28.33

$ 26.31

$ 21.04

$ 17.64

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.16)

  (.17)

  (.23)

  (.13)

  (.12)

Net realized and unrealized gain (loss)

  (13.78)

  7.85

  4.99

  6.10

  3.80

Total from investment operations

  (13.94)

  7.68

  4.76

  5.97

  3.68

Distributions from net investment income

  -

  -

  -

  -

  (.01)

Distributions from net realized gain

  (4.98)

  (5.39)

  (2.75)

  (.72)

  (.31)

Total distributions

  (4.98)

  (5.39)

  (2.75)

  (.72)

  (.32)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.70

$ 30.62

$ 28.33

$ 26.31

$ 21.04

Total Return A, B

  (53.67)%

  32.39%

  19.34%

  29.22%

  21.43%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.57%

  2.26%

  2.38%

  2.41%

  2.43%

Expenses net of fee waivers, if any

  2.40%

  2.26%

  2.38%

  2.41%

  2.43%

Expenses net of all reductions

  2.36%

  2.22%

  2.32%

  2.38%

  2.40%

Net investment income (loss)

  (.76)%

  (.62)%

  (.81)%

  (.54)%

  (.62)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 6

$ 20

$ 21

$ 25

$ 9

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.44

$ 29.03

$ 26.89

$ 21.36

$ 17.71

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .03

  .12

  .08

  .15

  .10

Net realized and unrealized gain (loss)

  (14.14)

  8.03

  5.08

  6.19

  3.84

Total from investment operations

  (14.11)

  8.15

  5.16

  6.34

  3.94

Distributions from net investment income

  (.12)

  (.07)

  (.14)

  (.06)

  (.02)

Distributions from net realized gain

  (5.18)

  (5.67)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.30)G

  (5.74)

  (3.03)

  (.83)

  (.33)

Redemption fees added to paid in capital B

  -F

  -F

  .01

  .02

  .04

Net asset value, end of period

$ 12.03

$ 31.44

$ 29.03

$ 26.89

$ 21.36

Total ReturnA

  (53.25)%

  33.82%

  20.65%

  30.67%

  22.84%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.49%

  1.19%

  1.28%

  1.28%

  1.30%

Expenses net of fee waivers, if any

  1.49%

  1.19%

  1.28%

  1.28%

  1.30%

Expenses net of all reductions

  1.44%

  1.15%

  1.22%

  1.25%

  1.28%

Net investment income (loss)

  .16%

  .45%

  .29%

  .59%

  .50%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 536

$ 1,664

$ 1,816

$ 2,090

$ 1,091

Portfolio turnover rateD

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $5.30 per share is comprised of distributions from net investment income of $.120 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.38

$ 28.99

$ 26.86

$ 21.36

$ 17.72

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .05

  .12

  .08

  .14

  .10

Net realized and unrealized gain (loss)

  (14.12)

  8.01

  5.07

  6.18

  3.84

Total from investment operations

  (14.07)

  8.13

  5.15

  6.32

  3.94

Distributions from net investment income

  (.12)

  (.07)

  (.14)

  (.07)

  (.03)

Distributions from net realized gain

  (5.18)

  (5.67)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.30) G

  (5.74)

  (3.03)

  (.84)

  (.34)

Redemption fees added to paid in capital B

  - F

  - F

  .01

  .02

  .04

Net asset value, end of period

$ 12.01

$ 31.38

$ 28.99

$ 26.86

$ 21.36

Total Return A

  (53.22)%

  33.84%

  20.65%

  30.59%

  22.84%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.49%

  1.18%

  1.29%

  1.30%

  1.32%

Expenses net of fee waivers, if any

  1.40%

  1.18%

  1.29%

  1.30%

  1.32%

Expenses net of all reductions

  1.35%

  1.14%

  1.23%

  1.27%

  1.29%

Net investment income (loss)

  .25%

  .45%

  .28%

  .57%

  .49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2

$ 8

$ 9

$ 7

$ 3

Portfolio turnover rate D

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $5.30 per share is comprised of distributions from net investment income of $.120 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Small Cap Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The Fund is currently closed to most new accounts. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The Fund offers Class A, Class T, Class B, Class C, International Small Cap and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to, foreign currency transactions, certain foreign taxes, passive foreign investments companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 29,805

Unrealized depreciation

(332,161)

Net unrealized appreciation (depreciation)

(302,356)

Capital loss carryforward

(28,799)

 

 

Cost for federal income tax purposes

$ 907,779

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 73,752

$ 43,869

Long-term Capital Gains

220,589

310,922

Total

$ 294,341

$ 354,791

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Repurchase Agreements - continued

government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other short-term securities, aggregated $1,347,283 and $1,736,784, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Small Cap as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.14% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 67

$ 3

Class T

.25%

.25%

143

1

Class B

.75%

.25%

71

54

Class C

.75%

.25%

135

4

 

 

 

$ 416

$ 62

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2

Class T

2

Class B*

12

Class C*

2

 

$ 18

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for International Small Cap shares.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 82

.31

Class T

88

.31

Class B

22

.31

Class C

41

.30

International Small Cap

2,636

.23

Institutional Class

11

.22

 

$ 2,880

 

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could

Annual Report

8. Security Lending - continued

experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.65%

$ 45

Class T

1.90%

48

Class B

2.40%

13

Class C

2.40%

22

Institutional Class

1.40%

4

 

 

$ 132

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $591 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Small Cap

$ 13

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $1, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 32

$ -

International Small Cap

6,232

3,765

Institutional Class

29

22

Total

$ 6,293

$ 3,787

Annual Report

11. Distributions to Shareholders - continued

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net realized gain

 

 

Class A

$ 6,370

$ 6,864

Class T

6,691

7,706

Class B

1,698

2,092

Class C

3,224

3,882

International Small Cap

268,817

328,782

Institutional Class

1,248

1,678

Total

$ 288,048

$ 351,004

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

288

268

$ 6,010

$ 7,316

Reinvestment of distributions

250

252

5,922

6,096

Shares redeemed

(639)

(556)

(12,839)

(14,980)

Net increase (decrease)

(101)

(36)

$ (907)

$ (1,568)

Class T

 

 

 

 

Shares sold

197

226

$ 4,234

$ 6,120

Reinvestment of distributions

267

297

6,298

7,166

Shares redeemed

(643)

(671)

(12,849)

(17,855)

Net increase (decrease)

(179)

(148)

$ (2,317)

$ (4,569)

Class B

 

 

 

 

Shares sold

15

19

$ 298

$ 519

Reinvestment of distributions

66

79

1,550

1,892

Shares redeemed

(155)

(149)

(3,078)

(3,957)

Net increase (decrease)

(74)

(51)

$ (1,230)

$ (1,546)

Class C

 

 

 

 

Shares sold

43

56

$ 916

$ 1,462

Reinvestment of distributions

110

124

2,587

2,967

Shares redeemed

(325)

(277)

(6,282)

(7,298)

Net increase (decrease)

(172)

(97)

$ (2,779)

$ (2,869)

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

International Small Cap

 

 

 

 

Shares sold

6,448

7,028

$ 135,999

$ 194,115

Reinvestment of distributions

10,463

12,767

249,850

311,000

Shares redeemed

(25,232)

(29,445)

(501,269)

(791,655)

Net increase (decrease)

(8,321)

(9,650)

$ (115,420)

$ (286,540)

Institutional Class

 

 

 

 

Shares sold

51

47

$ 1,128

$ 1,226

Reinvestment of distributions

31

39

750

938

Shares redeemed

(145)

(150)

(2,999)

(3,984)

Net increase (decrease)

(63)

(64)

$ (1,121)

$ (1,820)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-
present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering Officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The fund designates 21% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are $0.326 and $0.0222 for the dividend paid December 10, 2007.

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that, Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, as available, the cumulative total returns of Fidelity International Small Cap (retail class) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Fidelity International Small Cap (retail class) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Fund


fid1473

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity International Small Cap (retail class) of the fund was in the second quartile for the one- and three-year periods and the first quartile for the five-year period. The Board also stated that the investment performance of Fidelity International Small Cap (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 21% means that 79% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Fund

fid1475

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Small Cap (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although the fund is partially closed to new investors, it continues to incur investment management expenses, and marketing and distribution expenses related to the retention of existing shareholders and assets. The Board further noted that the fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual
fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

To Visit Fidelity

For directions and hours, 
please call 1-800-544-9797.

Arizona

7001 West Ray Road
Chandler, AZ

15445 N. Scottsdale Road
Scottsdale, AZ

California

815 East Birch Street
Brea, CA

1411 Chapin Avenue
Burlingame, CA

851 East Hamilton Avenue
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2000 Avenue of the Stars
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27101 Puerta Real
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251 University Avenue
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123 South Lake Avenue
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3793 State Street
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1200 Wilshire Boulevard
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111 South Westlake Blvd
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21701 Hawthorne Boulevard
Torrance, CA

2001 North Main Street
Walnut Creek, CA

6326 Canoga Avenue
Woodland Hills, CA

Colorado

281 East Flatiron Circle
Broomfield, CO

1625 Broadway
Denver, CO

9185 Westview Road
Lone Tree, CO

Connecticut

48 West Putnam Avenue
Greenwich, CT

265 Church Street
New Haven, CT

300 Atlantic Street
Stamford, CT

29 South Main Street
West Hartford, CT

Delaware

400 Delaware Avenue
Wilmington, DE

Florida

175 East Altamonte Drive
Altamonte Springs, FL

4400 N. Federal Highway
Boca Raton, FL

121 Alhambra Plaza
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2948 N. Federal Highway
Ft. Lauderdale, FL

4671 Town Center Parkway
Jacksonville, FL

8880 Tamiami Trail, North
Naples, FL

230 Royal Palm Way
Palm Beach, FL

3501 PGA Boulevard
Palm Beach Gardens, FL

3550 Tamiami Trail, South
Sarasota, FL

1502 N. Westshore Blvd.
Tampa, FL

2465 State Road 7
Wellington, FL

Georgia

3445 Peachtree Road, N.E.
Atlanta, GA

1000 Abernathy Road
Atlanta, GA

Illinois

One North LaSalle Street
Chicago, IL

401 North Michigan Avenue
Chicago, IL

One Skokie Valley Road
Highland Park, IL

1415 West 22nd Street
Oak Brook, IL

15105 S LaGrange Road
Orland Park, IL

1572 East Golf Road
Schaumburg, IL

Indiana

4729 East 82nd Street
Indianapolis, IN

8480 Keystone Crossing
Indianapolis, IN

Kansas

5400 College Boulevard
Overland Park, KS

Maine

Three Canal Plaza
Portland, ME

Maryland

7315 Wisconsin Avenue
Bethesda, MD

610 York Road
Towson, MD

Massachusetts

801 Boylston Street
Boston, MA

155 Congress Street
Boston, MA

300 Granite Street
Braintree, MA

44 Mall Road
Burlington, MA

238 Main Street
Cambridge, MA

200 Endicott Street
Danvers, MA

Annual Report

405 Cochituate Road
Framingham, MA

551 Boston Turnpike
Shrewsbury, MA

Michigan

500 E. Eisenhower Pkwy.
Ann Arbor, MI

280 Old N. Woodward Ave.
Birmingham, MI

30200 Northwestern Hwy.
Farmington Hills, MI

43420 Grand River Avenue
Novi, MI

Minnesota

7740 France Avenue South
Edina, MN

8342 3rd Street North
Oakdale, MN

Missouri

1524 South Lindbergh Blvd.
St. Louis, MO

Nevada

2225 Village Walk Drive
Henderson, NV

New Jersey

501 Route 73 South
Marlton, NJ

150 Essex Street
Millburn, NJ

35 Morris Street
Morristown, NJ

396 Route 17, North
Paramus, NJ

3518 Route 1 North
Princeton, NJ

530 Broad Street
Shrewsbury, NJ

New Mexico

2261 Q Street NE
Albuquerque, NM

New York

1130 Franklin Avenue
Garden City, NY

37 West Jericho Turnpike
Huntington Station, NY

1271 Avenue of the Americas
New York, NY

980 Madison Avenue
New York, NY

61 Broadway
New York, NY

350 Park Avenue
New York, NY

200 Fifth Avenue
New York, NY

733 Third Avenue
New York, NY

11 Penn Plaza
New York, NY

2070 Broadway
New York, NY

1075 Northern Blvd.
Roslyn, NY

799 Central Park Avenue
Scarsdale, NY

North Carolina

4611 Sharon Road
Charlotte, NC

7011 Fayetteville Road
Durham, NC

Ohio

3805 Edwards Road
Cincinnati, OH

1324 Polaris Parkway
Columbus, OH

1800 Crocker Road
Westlake, OH

28699 Chagrin Boulevard
Woodmere Village, OH

Oregon

7493 SW Bridgeport Road
Tigard, OR

Pennsylvania

600 West DeKalb Pike
King of Prussia, PA

1735 Market Street
Philadelphia, PA

12001 Perry Highway
Wexford, PA

Rhode Island

10 Memorial Boulevard
Providence, RI

Tennessee

3018 Peoples Street
Johnson City, TN

7628 West Farmington Blvd.
Germantown, TN

2035 Mallory Lane
Franklin, TN

Texas

10000 Research Boulevard
Austin, TX

4001 Northwest Parkway
Dallas, TX

12532 Memorial Drive
Houston, TX

2701 Drexel Drive
Houston, TX

6560 Fannin Street
Houston, TX

1701 Lake Robbins Drive
The Woodlands, TX

6500 N. MacArthur Blvd.
Irving, TX

6005 West Park Boulevard
Plano, TX

14100 San Pedro
San Antonio, TX

1576 East Southlake Blvd.
Southlake, TX

Utah

279 West South Temple
Salt Lake City, UT

Virginia

1861 International Drive
McLean, VA

Washington

10500 NE 8th Street
Bellevue, WA

1518 6th Avenue
Seattle, WA

Washington, DC

1900 K Street, N.W.
Washington, DC

Wisconsin

16020 West Bluemound Road
Brookfield, WI

Fidelity Brokerage Services, Inc., 100 Summer St., Boston, MA 02110 Member NYSE/SIPC

Annual Report

To Write Fidelity

We'll give your correspondence immediate attention and send you written confirmation upon completion of your request.

(letter_graphic)

Making Changes
To Your Account

(such as changing name, address, bank, etc.)

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0002

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For Non-Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
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Overnight Express
Fidelity Investments
Attn: Distribution Services
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Covington, KY 41015

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

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Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

(letter_graphic)

For Retirement
Accounts

Buying shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0003

Selling shares

Fidelity Investments
P.O. Box 770001
Cincinnati, OH 45277-0035

Overnight Express
Fidelity Investments
Attn: Distribution Services
100 Crosby Parkway - KC1H
Covington, KY 41015

General Correspondence

Fidelity Investments
P.O. Box 500
Merrimack, NH 03054-0500

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis
Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

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(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

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Fidelity Distributors Corporation
Boston, MA

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Boston, MA

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Boston, MA

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Pittsburgh, PA

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

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for the deaf and hearing impaired
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Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

ISC-UANN-1208
1.793584.105

fid1036

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Small Cap
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2008

Class A, Class T, Class B, and Class C are classes of Fidelity®
International Small Cap Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Managements' Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Life of
class
A

Class A (incl. 5.75% sales charge) B

-56.04%

2.35%

11.90%

Class T (incl. 3.50% sales charge) C

-55.08%

2.56%

12.08%

Class B (incl. contingent deferred sales charge) D

-55.59%

2.50%

12.18%

Class C (incl. contingent deferred sales charge) E

-54.05%

2.81%

12.26%

A From May 27, 2003.

B Class A shares bear a 0.25% 12b-1 fee. The initial offering of Class A shares took place on May 27, 2003. Returns prior to May 27, 2003, are those of International Small Cap, the original class of the fund, which has no 12b-1 fee. Had Class A shares' 12b-1 fee been reflected, returns prior to May 27, 2003, would have been lower.

C Class T shares bear a 0.50% 12b-1 fee. The initial offering of Class T shares took place on May 27, 2003. Returns prior to May 27, 2003, are those of International Small Cap, the original class of the fund, which has no 12b-1 fee. Had Class T shares' 12b-1 fee been reflected, returns prior to May 27, 2003, would have been lower.

D Class B shares bear a 1.00% 12b-1 fee. The initial offering of Class B shares took place on May 27, 2003. Returns prior to May 27, 2003, are those of International Small Cap, the original class of the fund, which has no 12b-1 fee. Had Class B shares' 12b-1 fee been reflected, returns prior to May 27, 2003, would have been lower. Class B shares' contingent deferred sales charge included in the past one year, five years, and life of fund total return figures are 5%, 2%, and 0%, respectively.

E Class C shares bear a 1.00% 12b-1 fee. The initial offering of Class C shares took place on May 27, 2003. Returns prior to May 27, 2003, are those of International Small Cap, the original class of the fund, which has no 12b-1 fee. Had Class C shares' 12b-1 fee been reflected, returns prior to May 27, 2003, would have been lower. Class C shares' contingent deferred sales charge included in the past one year, five years, and life of fund total return figures are 1%, 0%, and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Small Cap Fund - Class A, a class of the fund, on September 18, 2002, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period. The initial offering of Class A took place on May 27, 2003. See the previous page for additional information regarding the performance of Class A.


fid1500

In prior years, the performance from year to year was represented by the performance of Class T. Going forward, the fund's performance will be represented by Class A for consistency with other fund materials.

Annual Report

Managements' Discussion of Fund Performance

Comments from Colin Stone, Noriko Takahashi and Wilson Wong, Co-Portfolio Managers of Fidelity Advisor International Small Cap Fund

International stocks fell hard during the 12 months ending October 31, 2008, especially during the latter stages of the period and mostly as a result of fallout from the financial crisis in the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. The weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets declined 56.22%, as measured by the MSCI Emerging Markets Index.

During the year, the fund's Class A, Class T, Class B and Class C shares returned -53.35%, -53.46%, -53.68% and -53.67%, respectively (excluding sales charges), versus -53.46% for the MSCI Europe, Australasia, Far East Small Cap Index. Stock selection was helpful in Germany and Canada. Conversely, our picks in Japan and Australia hurt. On a sector basis, stock and market selection in health care and materials helped, as did our cash stake, while poor picks in information technology, consumer discretionary, industrials and financials detracted. The Asia-Pacific ex Japan subportfolio beat its benchmark. Contributors included Australia's Incitec Pivot, which benefited from high fertilizer prices earlier in the period and which we sold. An out-of-benchmark stake in Oil Search - based in Papua New Guinea - helped as well. Detractors included Queensland Gas Company, an Australian holding that we sold. The Europe/Middle East/Africa subportfolio edged its benchmark. Western Canadian Coal profited from higher coal prices and was sold from the fund. Swiss biopharmaceutical company Actelion also added value, while U.K.-headquartered Phorm, a global digital technology company, detracted. The three stocks just mentioned were out-of-index holdings. The Japanese subportfolio trailed its benchmark. Crystal electronic parts maker Nihon Dempa Kogyo -which we sold - and auto parts manufacturer Nippon Seiki detracted. Tsumura, an herbal medicine company, contributed.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to October 31, 2008

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 546.80

$ 6.42

HypotheticalA

 

$ 1,000.00

$ 1,016.84

$ 8.36

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 546.40

$ 7.39

HypotheticalA

 

$ 1,000.00

$ 1,015.58

$ 9.63

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 545.20

$ 9.32

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 545.20

$ 9.32

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

International Small Cap

1.52%

 

 

 

Actual

 

$ 1,000.00

$ 547.60

$ 5.91

HypotheticalA

 

$ 1,000.00

$ 1,017.50

$ 7.71

Institutional Class

1.40%

 

 

 

Actual

 

$ 1,000.00

$ 547.70

$ 5.45

HypotheticalA

 

$ 1,000.00

$ 1,018.10

$ 7.10

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 32.3%

fid910

United Kingdom 19.7%

fid912

United States of America 8.3%

fid914

Australia 7.6%

fid916

Germany 6.5%

fid1003

France 5.3%

fid918

Switzerland 2.6%

fid920

Sweden 1.7%

fid922

Spain 1.7%

fid926

Other 14.3%

fid1512

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

Japan 29.8%

fid910

United Kingdom 17.0%

fid912

Australia 10.5%

fid914

United States of America 7.3%

fid916

Canada 3.8%

fid1003

Germany 3.2%

fid918

France 2.8%

fid920

Sweden 2.4%

fid922

Bermuda 2.3%

fid926

Other 20.9%

fid1524

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

92.5

95.0

Bonds

0.0

0.4

Short-Term Investments and Net Other Assets

7.5

4.6

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Actelion Ltd. (Reg.) (Switzerland, Biotechnology)

1.7

1.1

Biotest AG (non-vtg.) (Germany, Biotechnology)

1.5

0.0

ASOS PLC (United Kingdom, Internet & Catalog Retail)

1.3

0.0

Seven Bank Ltd. (Japan, Commercial Banks)

1.0

0.0

Grifols SA (Spain, Biotechnology)

1.0

0.7

Xchanging PLC (United Kingdom, IT Services)

1.0

0.6

Datacash Group PLC (United Kingdom, IT Services)

1.0

0.7

Fresenius Medical Care AG (Germany, Health Care Providers & Services)

0.9

0.5

Autonomy Corp. PLC (United Kingdom, Software)

0.9

0.6

SHO-BOND Holdings Co. Ltd. (Japan, Construction & Engineering)

0.8

0.0

 

11.1

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Health Care

19.4

8.8

Industrials

14.8

14.9

Consumer Discretionary

14.8

17.0

Information Technology

12.8

12.1

Financials

9.1

7.2

Materials

6.4

19.4

Energy

6.0

8.3

Consumer Staples

5.1

6.9

Utilities

2.6

0.3

Telecommunication Services

1.3

0.5

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 90.8%

Shares

Value (000s)

Australia - 7.6%

AGL Energy Ltd.

41,046

$ 385

Allied Gold Ltd. (a)

1,000,000

143

Allied Gold Ltd. (United Kingdom) (a)

5,974,800

904

Ansell Ltd.

468,802

3,942

APA Group unit

1,269,996

2,474

Bradken Ltd.

84,197

278

Centamin Egypt Ltd. (a)

8,016,301

3,471

Centennial Coal Co. Ltd.

905,473

2,128

Charter Hall Group unit

393,821

117

Coal of Africa Ltd. (a)

2,057,900

1,685

CopperCo Ltd. (a)

3,342,244

219

David Jones Ltd.

1,228,763

2,529

DUET Group

1,515,279

2,417

International Ferro Metals

993,881

570

Invocare Ltd.

35,429

115

Iress Market Technology Ltd.

210,229

653

JB Hi-Fi Ltd. (d)

246,857

1,448

Macquarie Airports unit

520,928

740

Metcash Ltd.

884,235

2,385

Monto Minerals Ltd. (a)

8,206,552

0

Monto Minerals Ltd. warrants 5/25/09 (a)

1,485,934

0

Navitas Ltd.

1,655,222

2,335

Northern Iron Ltd.

614,455

307

Nufarm Ltd.

144,837

1,048

SAI Global Ltd.

345,535

564

Seek Ltd. (d)

428,872

948

SP AusNet unit

3,634,154

2,677

Spark Infrastructure Group unit (f)

1,942,854

1,898

Tassal Group Ltd.

3,261,040

3,800

Tattersall's Ltd.

485,563

813

Tianshan Goldfields Ltd. (a)

744,712

34

Tianshan Goldfields Ltd. (United Kingdom) (a)

200,000

9

United Group Ltd.

280,367

1,778

WorleyParsons Ltd.

30,013

301

Wotif.com Holdings Ltd.

340,639

784

TOTAL AUSTRALIA

43,899

Belgium - 0.1%

Hansen Transmission International NV

500,100

839

Bermuda - 1.2%

Oakley Capital Investments Ltd. (a)

1,458,000

1,508

Peace Mark Holdings Ltd.

788,000

0

Common Stocks - continued

Shares

Value (000s)

Bermuda - continued

Ports Design Ltd.

118,500

$ 138

PureCircle Ltd.

616,000

1,359

Seadrill Ltd.

133,600

1,286

Vtech Holdings Ltd.

622,000

2,317

Zambezi Resources Ltd.:

CDI (a)

2,184,593

80

warrants 8/31/09 (a)

108,686

1

TOTAL BERMUDA

6,689

British Virgin Islands - 1.0%

Albidon Ltd. unit (a)

1,469,000

455

Kalahari Energy (g)

1,451,000

1,814

Playtech Ltd. (d)

672,400

3,745

TOTAL BRITISH VIRGIN ISLANDS

6,014

Canada - 1.0%

AirSea Lines (g)

1,893,338

362

AirSea Lines warrants 8/4/11 (a)(g)

1,862,300

0

Aquiline Resources, Inc. (a)

125,900

108

European Goldfields Ltd. (a)

966,800

1,211

Red Back Mining, Inc. (a)

742,600

2,919

Rock Well Petroleum, Inc. (g)

770,400

125

Starfield Resources, Inc. (a)

4,328,075

933

TOTAL CANADA

5,658

Cayman Islands - 1.1%

International Consolidated Minerals, Inc. (a)

852,927

868

New Oriental Education & Technology Group, Inc. sponsored ADR (a)

28,000

1,791

New World Department Store China Ltd.

3,079,000

1,706

Orchid Developments Group Ltd. (a)

1,211,000

1,607

Stella International Holdings Ltd.

134,000

113

TOTAL CAYMAN ISLANDS

6,085

China - 0.2%

Baidu.com, Inc. sponsored ADR (a)

2,400

494

Yantai Changyu Pioneer Wine Co. (B Shares)

254,510

791

TOTAL CHINA

1,285

Common Stocks - continued

Shares

Value (000s)

Cyprus - 1.0%

Buried Hill Energy (Cyprus) PCL (g)

1,947,000

$ 4,906

Mirland Development Corp. PLC (a)

800,700

1,033

TOTAL CYPRUS

5,939

Denmark - 0.6%

Vestas Wind Systems AS (a)

83,500

3,420

Egypt - 0.2%

Talaat Moustafa Group Holding

1,669,700

1,101

Finland - 0.5%

Nokian Tyres Ltd.

222,740

2,912

France - 5.3%

Adenclassifieds SA (a)

26,500

540

Altamir Amboise

311,100

1,247

ALTEN (a)(d)

48,200

1,215

April Group

84,200

3,054

Audika SA

108,200

2,523

Boursorama (a)

165,300

1,206

Delachaux SA (d)

55,900

3,075

Devoteam SA

41,900

753

Iliad Group SA

46,600

3,685

Laurent-Perrier Group

8,460

686

LeGuide.com SA (a)

96,800

1,589

Maisons France Confort

48,000

830

Meetic (a)(d)

236,186

3,330

SeLoger.com (a)(d)

139,000

2,606

SR Teleperformance SA

109,300

2,359

Vilmorin & Cie (d)

18,910

1,848

TOTAL FRANCE

30,546

Germany - 5.0%

Biotest AG

1,902

140

CTS Eventim AG

68,800

1,737

Delticom AG

53,200

2,676

Fresenius Medical Care AG

115,410

5,249

Gerresheimer AG

91,400

3,204

KROMI Logistik AG (a)

126,500

684

Q-Cells AG (a)(d)

73,100

2,876

Rational AG

27,500

2,865

SMA Solar Technology AG

55,500

2,506

Solarvalue AG

96,800

90

STRATEC Biomedical Systems AG

53,265

900

United Internet AG

345,300

3,118

Common Stocks - continued

Shares

Value (000s)

Germany - continued

Vossloh AG

16,900

$ 1,306

Wirecard AG

277,950

1,628

TOTAL GERMANY

28,979

Greece - 0.6%

Babis Vovos International Technical SA (a)

132,000

2,474

Jumbo SA

84,900

862

TOTAL GREECE

3,336

Hong Kong - 0.7%

Cafe de Coral Holdings Ltd.

1,094,000

1,719

Champion (REIT)

1,652,000

397

First Pacific Co. Ltd.

1,686,000

681

Melco International Development Ltd.

914,000

164

Midland Holdings Ltd.

624,000

260

Prosperity (REIT)

1,329,000

143

Sa Sa International Holdings Ltd.

2,010,000

307

Shaw Brothers (Hong Kong) Ltd.

93,000

101

Texwinca Holdings Ltd.

1,022,000

478

TOTAL HONG KONG

4,250

Indonesia - 0.1%

PT Bumi Resources Tbk

2,782,000

364

Ireland - 0.2%

Kenmare Resources PLC (a)

1,165,900

292

Kenmare Resources PLC warrants 7/23/09 (a)

1,712,500

84

Paddy Power PLC (Ireland)

54,700

933

Vimio PLC (a)

867,300

0

TOTAL IRELAND

1,309

Italy - 0.3%

Seldovia Native Association, Inc. (SNAI) (a)(d)

351,590

1,052

Teleunit SpA (a)(e)

12,312,258

458

TOTAL ITALY

1,510

Japan - 32.3%

Aioi Insurance Co. Ltd.

235,000

965

Air Water, Inc.

436,000

4,105

Airport Facilities Co. Ltd.

186,700

1,012

Alpen Co. Ltd.

125,700

2,186

ARCS Co. Ltd.

137,800

1,963

Arnest One Corp. (d)

293,900

379

C. Uyemura & Co. Ltd.

59,100

1,679

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Chiba Bank Ltd.

256,000

$ 1,265

Coca-Cola West Japan Co. Ltd.

90,700

1,819

COMSYS Holdings Corp.

147,000

1,051

Create SD Co. Ltd.

52,700

807

Culture Convenience Club Co. Ltd. (d)

149,700

992

Daicel Chemical Industries Ltd.

588,000

2,120

Daihen Corp. (d)

1,132,000

2,639

Daikin Industries Ltd.

40,700

915

Dainippon Screen Manufacturing Co. Ltd.

336,000

716

Daiseki Co. Ltd.

98,830

2,251

Daito Gyorui Co. Ltd.

13,000

14

Don Quijote Co. Ltd.

113,200

2,053

eAccess Ltd. (d)

3,211

1,493

EPS Co. Ltd.

979

4,100

FamilyMart Co. Ltd.

88,000

3,486

Ferrotec Corp.

93,700

1,037

FreeBit Co., Ltd. (a)(d)

259

1,059

Furuno Electric Co. Ltd.

193,400

1,147

Green Hospital Supply, Inc. (a)(d)

2,215

755

Hamamatsu Photonics KK

68,500

1,520

Hisaka Works Ltd.

81,000

934

Hisamitsu Pharmaceutical Co., Inc.

37,100

1,546

Hitachi Construction Machinery Co. Ltd. (d)

79,800

926

Hitachi Metals Ltd.

105,000

789

Hitachi Transport System Ltd.

80,700

1,079

Hokuto Corp.

97,500

2,582

Ichirokudo Co. Ltd. (a)

822

397

Ichiyoshi Securities Co. Ltd.

185,300

1,484

Iino Kaiun Kaisha Ltd. (d)

315,600

1,613

Inpex Corp.

447

2,595

Itochu Corp.

339,000

1,791

Japan Asia Investment Co. Ltd. (d)

805,000

611

JFE Shoji Holdings, Inc.

272,000

859

Jupiter Telecommunications Co.

3,036

2,050

Kakaku.com, Inc. (d)

1,216

3,577

Kinki Sharyo Co. Ltd. (d)

234,000

862

Kuraray Co. Ltd.

370,500

2,835

McDonald's Holdings Co. (Japan) Ltd.

108,500

1,657

Meiko Electronics Co. Ltd.

94,200

1,066

Mitsubishi UFJ Lease & Finance Co. Ltd.

118,280

2,832

Nabtesco Corp.

145,000

884

Namco Bandai Holdings, Inc.

414,000

4,257

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Nihon Kohden Corp.

206,100

$ 3,481

Nihon M&A Center, Inc. (d)

291

1,122

Nihon Nohyaku Co. Ltd. (d)

361,000

1,958

Nikon Corp.

124,000

1,747

Nippon Seiki Co. Ltd.

229,000

1,516

Nissha Printing Co. Ltd. (d)

12,900

717

NOF Corp.

384,000

1,101

NS Solutions Corp.

97,400

1,184

Obara Corp.

50

0

Oenon Holdings, Inc.

663,000

1,761

Oiles Corp.

48

1

Onward Holdings Co. Ltd.

76,000

556

ORIX JREIT, Inc.

733

3,360

Otsuka Corp.

46,500

2,339

Pigeon Corp. (d)

80,500

2,339

Point, Inc.

85,540

4,201

R-Tech Ueno Ltd. (d)

70

409

Rengo Co. Ltd. (d)

649,000

3,309

Resona Holdings, Inc. (d)

1,125

1,180

Rohto Pharmaceutical Co. Ltd.

309,000

3,503

Roland DG Corp. (d)

53,600

668

Saizeriya Co. Ltd. (d)

270,400

4,033

Sankyu, Inc.

913,000

2,877

Santen Pharmaceutical Co. Ltd.

128,000

3,273

Sato Corp.

351,000

3,508

Sec Carbon Ltd.

126,000

413

Sega Sammy Holdings, Inc. (d)

299,300

2,263

Sekisui Chemical Co. Ltd.

216,000

1,262

Seven Bank Ltd.

1,972

5,680

Shimadzu Corp.

395,000

2,703

Shin Nippon Biomedical Laboratories Ltd. (d)

154,000

1,976

Shin-Kobe Electric Machinery Co. Ltd. (d)

173,000

835

Shinohara Systems of Construction Co. Ltd.

268

61

SHO-BOND Holdings Co. Ltd.

274,800

4,909

So-net M3, Inc. (d)

925

3,128

Sony Financial Holdings, Inc.

441

1,434

SRI Sports Ltd.

1,058

890

Stanley Electric Co. Ltd.

215,800

2,713

Start Today Co. Ltd. (d)

426

833

Sumitomo Rubber Industries Ltd.

129,500

1,142

Sysmex Corp.

62,100

1,929

T&D Holdings, Inc.

24,450

934

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Taikisha Ltd.

275,400

$ 3,931

Takeei Corp. (d)

87,100

750

The Suruga Bank Ltd.

150,000

1,412

Tocalo Co. Ltd.

61,800

597

Toho Pharmaceutical Co. Ltd.

34,000

365

Tohoku Electric Power Co., Inc.

43,800

984

Tokai Carbon Co. Ltd.

78,000

409

Tokyo Gas Co. Ltd.

235,000

1,010

Toyo Suisan Kaisha Ltd.

164,000

4,228

Tsumura & Co.

170,100

4,353

USJ Co. Ltd.

4,057

1,677

Works Applications Co. Ltd.

2,985

1,834

TOTAL JAPAN

185,552

Korea (South) - 0.1%

Taewoong Co. Ltd.

8,436

412

Luxembourg - 0.3%

GlobeOp Financial Services SA

741,785

1,853

Malaysia - 0.1%

Top Glove Corp. Bhd

380,700

408

Netherlands - 1.5%

Brunel International NV

96,600

1,249

Cryo-Save Group NV

679,500

307

Gemalto NV (a)

77,100

2,160

QIAGEN NV (a)

282,300

4,144

SMARTRAC NV (a)

49,800

671

TOTAL NETHERLANDS

8,531

New Zealand - 0.4%

Fisher & Paykel Healthcare Corp.

877,173

1,521

The Warehouse Group Ltd.

401,934

934

TOTAL NEW ZEALAND

2,455

Norway - 1.1%

IMAREX NOS ASA (a)

169,600

1,532

Norwegian Property ASA

400,590

597

Revus Energy ASA (a)

261,800

4,014

TOTAL NORWAY

6,143

Common Stocks - continued

Shares

Value (000s)

Papua New Guinea - 0.5%

Lihir Gold Ltd. (a)

750,837

$ 936

Oil Search Ltd.

553,039

1,675

TOTAL PAPUA NEW GUINEA

2,611

Singapore - 1.2%

MobileOne Ltd.

609,000

542

Raffles Medical Group Ltd.

2,607,000

1,165

Singapore Post Ltd.

1,313,000

630

SMRT Corp. Ltd.

3,369,000

3,549

Suntec (REIT)

1,498,000

717

TOTAL SINGAPORE

6,603

Spain - 1.7%

Grifols SA

280,872

5,590

Laboratorios Almirall SA

159,700

1,415

Laboratorios Farmaceuticos ROVI SA

305,800

2,735

TOTAL SPAIN

9,740

Sweden - 1.7%

Countermine Technologies AB warrants 3/1/10 (a)

1,085,197

69

Elekta AB (B Shares)

332,800

4,208

Intrum Justitia AB

235,600

2,327

Modern Times Group MTG AB (B Shares)

54,310

1,165

Q-Med AB

207,100

852

RNB RETAIL AND BRANDS AB (d)

274,351

147

XCounter AB (a)

1,108,000

992

TOTAL SWEDEN

9,760

Switzerland - 2.6%

Actelion Ltd. (Reg.) (a)

186,820

9,860

Arpida Ltd. (a)

135

1

Basilea Pharmaceutica AG (a)

13,960

1,893

Cytos Biotechnology AG (a)

30,781

932

VZ Holding AG

48,110

1,975

TOTAL SWITZERLAND

14,661

Taiwan - 0.1%

Sinyi Realty, Inc.

694,645

769

Thailand - 0.2%

Advanced Info Service PCL (For. Reg.)

391,200

829

Total Access Communication PCL

897,500

543

TOTAL THAILAND

1,372

Common Stocks - continued

Shares

Value (000s)

United Kingdom - 19.5%

Abcam PLC

354,600

$ 2,590

ACP Capital Ltd.

265,625

68

Advanced Fluid Connections PLC (a)

7,009,687

0

Afren PLC (a)

2,379,850

1,826

Antisoma PLC (a)

3,747,300

1,151

Appian Technology PLC warrants 7/11/09 (a)(g)

479,045

0

Ark Therapeutics Group PLC (a)

789,321

534

ASOS PLC (a)(d)

1,784,800

7,491

Autonomy Corp. PLC (a)

330,900

5,246

Axis Shield PLC (a)

502,500

2,396

Axon Group PLC

412,200

4,207

Blackstar Investors PLC (a)

169,235

162

Blinkx PLC (a)

2,063,000

617

Bond International Software PLC

583,666

483

Cadogan Petroleum PLC

1,406,300

1,895

Camco International Ltd. (a)

1,183,202

670

Carluccio's PLC

633,800

761

Celsis International PLC (a)

443,648

996

Centurion Electronics PLC (a)(e)

748,299

0

Ceres Power Holdings PLC (a)(d)

469,300

515

China Goldmines PLC (a)

590,953

341

Clerkenwell Ventures PLC (a)

2,023,000

945

Clipper Windpower PLC (a)

168,400

583

Concateno PLC (a)

1,990,000

2,952

Connaught PLC

385,900

2,131

Corac Group PLC (a)

3,979,104

2,152

Craneware PLC

865,000

2,965

CustomVis PLC (a)(e)

14,020,636

201

CVS Group PLC

374,200

879

Dana Petroleum PLC (a)

208,800

3,359

Datacash Group PLC

1,568,980

5,463

Eclipse Energy Co. Ltd. (g)

102,000

2,956

European Nickel PLC (a)

3,872,700

161

Faroe Petroleum PLC (a)

262,500

289

GoIndustry-DoveBid PLC (a)

1,466,500

155

IBS Group Holding Ltd. GDR (Reg. S)

311,000

1,344

Ideal Shopping Direct PLC

234,592

166

IG Group Holdings PLC

1,008,089

4,709

Inova Holding PLC (a)

1,443,461

0

Intec Telecom Systems PLC (a)

1,837,268

785

Jubilee Platinum PLC (a)

1,657,843

383

Keronite PLC (g)

13,620,267

1,315

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

Landround PLC warrants 12/11/09 (a)(g)

166,666

$ 0

Marwyn Value Investors II Ltd. (a)

1,670,000

1,033

Max Petroleum PLC (a)(d)

2,509,220

542

Michael Page International PLC

686,419

2,223

NCC Group Ltd.

288,215

1,629

Nviro Cleantech PLC (a)

2,175,000

978

Powerleague Group PLC

786,200

352

Pureprofile Media PLC (g)

1,108,572

669

Pursuit Dynamics PLC (a)(d)

804,239

1,058

Redhall Group PLC

370,000

1,088

Regenersis PLC (a)

815,000

962

Renewable Energy Generation Ltd.

1,762,500

2,294

RGI International Ltd. (a)

337,500

184

Romag Holdings PLC

542,000

1,035

Royalblue Group PLC

299,842

2,770

Salamander Energy PLC (a)

272,400

756

SDL PLC (a)

1,230,962

4,826

Serco Group PLC

480,699

2,866

Silverdell PLC (a)

921,000

379

Sinclair Pharma PLC (a)

1,888,371

599

Sphere Medical Holding PLC (g)

420,000

1,149

SR Pharma PLC (a)

2,889,000

802

Stem Cell Sciences PLC (a)

400,000

68

SubSea Resources PLC warrants 11/4/09 (a)

1,805,625

0

Synergy Health PLC (d)

418,515

2,537

TMO Biotec (g)

1,000,000

1,118

Toledo Mining Corp. PLC (a)

625,864

185

Triple Plate Junction PLC (a)

1,162,400

54

Ukrproduct Group Ltd.

988,000

284

Unite Group PLC

379,010

920

Valiant Petroleum PLC

160,000

923

Vectura Group PLC (a)

1,011,260

770

Wellstream Holdings PLC

248,600

1,735

Xchanging PLC

1,557,400

5,547

York Pharma PLC (a)

837,600

243

YouGov PLC (a)

1,865,154

2,345

Zenergy Power PLC (a)

761,280

1,206

ZincOx Resources PLC (a)

570,100

310

TOTAL UNITED KINGDOM

112,281

United States of America - 0.8%

CTC Media, Inc. (a)

336,700

2,492

Common Stocks - continued

Shares

Value (000s)

United States of America - continued

Cyberview Technology, Inc. (a)(e)

996,527

$ 0

Frontera Resources Corp. (a)

1,157,200

802

Frontier Mining Ltd. (a)

6,056,000

148

Phorm, Inc.

251,500

763

TyraTech, Inc. (a)

191,500

133

XL TechGroup, Inc. (a)

1,329,250

0

TOTAL UNITED STATES OF AMERICA

4,338

TOTAL COMMON STOCKS

(Cost $810,643)

521,624

Nonconvertible Preferred Stocks - 1.5%

 

 

 

 

Germany - 1.5%

Biotest AG (non-vtg.)
(Cost $11,136)

136,500

8,451

Investment Companies - 0.2%

 

 

 

 

United Kingdom - 0.2%

Brookwell Ltd. (e)
(Cost $3,644)

1,856,210

1,451

Money Market Funds - 12.9%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

42,315,053

42,315

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

31,582,427

31,582

TOTAL MONEY MARKET FUNDS

(Cost $73,897)

73,897

TOTAL INVESTMENT PORTFOLIO - 105.4%

(Cost $899,320)

605,423

NET OTHER ASSETS - (5.4)%

(30,973)

NET ASSETS - 100%

$ 574,450

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,898,000 or 0.3% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $14,415,000 or 2.5% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

AirSea Lines

8/4/06

$ 1,199

AirSea Lines warrants 8/4/11

8/4/06

$ 0

Appian Technology PLC warrants 7/11/09

2/18/05

$ 0

Buried Hill Energy (Cyprus) PCL

8/18/06

$ 2,142

Eclipse Energy Co. Ltd.

4/28/05

$ 1,459

Kalahari Energy

9/1/06

$ 1,814

Keronite PLC

8/16/06

$ 1,549

Landround PLC warrants 12/11/09

12/12/06

$ 0

Pureprofile Media PLC

5/3/05 - 1/11/06

$ 1,173

Rock Well Petroleum, Inc.

4/13/06

$ 1,004

Sphere Medical Holding PLC

8/27/08

$ 1,310

TMO Biotec

10/27/05

$ 535

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 1,569

Fidelity Securities Lending Cash Central Fund

1,694

Total

$ 3,263

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

ADVFN PLC

$ 2,066

$ -

$ 1,489

$ -

$ -

Allied Gold Ltd.

12,802

3,513

9,185

-

-

Allied Gold Ltd. (United Kingdom)

410

2,249

6,735

-

-

BioCare Solutions PLC

1,260

-

73

-

-

Brookwell Ltd.

-

3,644

-

-

1,451

Capital-XX Ltd.

3,105

736

1,321

-

-

Centurion Electronics PLC

89

-

-

-

-

Corac Group PLC

5,414

-

767

-

-

CustomVis PLC

591

421

8

-

201

Cyberview Technology, Inc.

3,802

-

-

-

-

Frontier Mining Ltd.

1,619

-

35

-

-

Healthcare Enterprise Group PLC

373

-

274

-

-

Hydrodec Group PLC

3,795

-

9,368

-

-

Impact Holdings PLC

650

-

188

-

-

Motivcom PLC

5,545

-

2,303

49

-

Phorm, Inc.

28,335

-

5,912

-

-

Skywest Airlines Ltd.

4,437

-

3,480

222

-

SPI Lasers PLC

3,778

-

1,986

-

-

Sylvania Resources Ltd.

25,111

640

6,598

-

-

Sylvania Resources Ltd. (United Kingdom)

13,425

818

27,147

-

-

Tanzanite One Ltd.

8,937

-

4,053

410

-

Teleunit SpA

1,025

-

26

-

458

Visual Defence, Inc.

1,503

-

509

-

-

Total

$ 128,072

$ 12,021

$ 81,457

$ 681

$ 2,110

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $28,799,000 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2008

Assets

Investment in securities, at value (including securities loaned of $29,883) - See accompanying schedule:

Unaffiliated issuers (cost $809,370)

$ 529,416

 

Fidelity Central Funds (cost $73,897)

73,897

 

Other affiliated issuers (cost $16,053)

2,110

 

Total Investments (cost $899,320)

 

$ 605,423

Foreign currency held at value (cost $821)

822

Receivable for investments sold

6,696

Receivable for fund shares sold

862

Dividends receivable

2,108

Distributions receivable from Fidelity Central Funds

136

Receivable from investment adviser for expense reductions

24

Other receivables

245

Total assets

616,316

 

 

 

Liabilities

Payable for investments purchased

$ 8,143

Payable for fund shares redeemed

1,075

Accrued management fee

618

Distribution fees payable

17

Other affiliated payables

223

Other payables and accrued expenses

208

Collateral on securities loaned, at value

31,582

Total liabilities

41,866

 

 

 

Net Assets

$ 574,450

Net Assets consist of:

 

Paid in capital

$ 905,604

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(37,825)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(293,329)

Net Assets

$ 574,450

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2008

Calculation of Maximum Offering Price

Class A:

 Net Asset Value and redemption price per share ($13,561 ÷ 1,138.35 shares)

$ 11.91

 

 

 

Maximum offering price per share (100/94.25 of $11.91)

$ 12.64

Class T:
Net Asset Value
and redemption price per share ($13,493 ÷ 1,139.44 shares)

$ 11.84

 

 

 

Maximum offering price per share (100/96.50 of $11.84)

$ 12.27

Class B:
Net Asset Value
and offering price per share ($3,230 ÷ 277.28 shares)A

$ 11.65

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,658 ÷ 483.62 shares)A

$ 11.70

 

 

 

 

 

 

International Small Cap:
Net Asset Value
, offering price and redemption price per share ($536,291 ÷ 44,591.13 shares)

$ 12.03

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,217 ÷ 184.55 shares)

$ 12.01

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2008

Investment Income

 

 

Dividends (including $681 earned from other affiliated issuers)

 

$ 17,101

Interest

 

348

Income from Fidelity Central Funds (including $1,694 from security lending)

 

3,263

 

 

20,712

Less foreign taxes withheld

 

(1,152)

Total income

 

19,560

 

 

 

Expenses

Management fee
Basic fee

$ 10,529

Performance adjustment

3,402

Transfer agent fees

2,880

Distribution fees

416

Accounting and security lending fees

577

Custodian fees and expenses

465

Independent trustees' compensation

6

Registration fees

84

Audit

136

Legal

7

Miscellaneous

207

Total expenses before reductions

18,709

Expense reductions

(736)

17,973

Net investment income (loss)

1,587

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $741)

6,591

Other affiliated issuers

3,373

 

Foreign currency transactions

(1,386)

Total net realized gain (loss)

 

8,578

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $751)

(799,901)

Assets and liabilities in foreign currencies

414

Total change in net unrealized appreciation (depreciation)

 

(799,487)

Net gain (loss)

(790,909)

Net increase (decrease) in net assets resulting from operations

$ (789,322)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,587

$ 7,040

Net realized gain (loss)

8,578

289,903

Change in net unrealized appreciation (depreciation)

(799,487)

201,775

Net increase (decrease) in net assets resulting
from operations

(789,322)

498,718

Distributions to shareholders from net investment income

(6,293)

(3,787)

Distributions to shareholders from net realized gain

(288,048)

(351,004)

Total distributions

(294,341)

(354,791)

Share transactions - net increase (decrease)

(123,774)

(298,912)

Redemption fees

146

245

Total increase (decrease) in net assets

(1,207,291)

(154,740)

 

 

 

Net Assets

Beginning of period

1,781,741

1,936,481

End of period (including undistributed net investment income of $0 and $7,171, respectively)

$ 574,450

$ 1,781,741

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.14

$ 28.79

$ 26.69

$ 21.25

$ 17.69

Income from Investment
Operations

 

 

 

 

Net investment income (loss) C

  - G

  .03

  (.02)

  .05

  .02

Net realized and unrealized gain (loss)

  (14.03)

  7.97

  5.05

  6.16

  3.83

Total from investment operations

  (14.03)

  8.00

  5.03

  6.21

  3.85

Distributions from net investment income

  (.03)

  -

  (.05)

  (.02)

  (.02)

Distributions from net realized gain

  (5.18)

  (5.65)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.20) H

  (5.65)

  (2.94)

  (.79)

  (.33)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.91

$ 31.14

$ 28.79

$ 26.69

$ 21.25

Total Return A, B

  (53.35)%

  33.43%

  20.22%

  30.16%

  22.36%

Ratios to Average Net Assets D, F

 

 

 

 

Expenses before reductions

  1.82%

  1.53%

  1.64%

  1.66%

  1.71%

Expenses net of fee waivers, if any

  1.65%

  1.53%

  1.64%

  1.66%

  1.71%

Expenses net of all reductions

  1.60%

  1.49%

  1.58%

  1.63%

  1.69%

Net investment income (loss)

  -% I

  .10%

  (.08)%

  .21%

  .09%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 14

$ 39

$ 37

$ 35

$ 13

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $5.20 per share is comprised of distributions from net investment income of $.026 and distributions from net realized gain of $5.176 per share.

I Amount represents less than .01%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.96

$ 28.64

$ 26.57

$ 21.20

$ 17.68

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.05)

  (.04)

  (.09)

  (.01)

  (.03)

Net realized and unrealized gain (loss)

  (13.95)

  7.93

  5.03

  6.12

  3.83

Total from investment operations

  (14.00)

  7.89

  4.94

  6.11

  3.80

Distributions from net investment income

  -

  -

  -

  -

  (.01)

Distributions from net realized gain

  (5.12)

  (5.57)

  (2.88)

  (.76)

  (.31)

Total distributions

  (5.12)

  (5.57)

  (2.88)

  (.76)

  (.32)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.84

$ 30.96

$ 28.64

$ 26.57

$ 21.20

Total Return A, B

  (53.46)%

  33.07%

  19.93%

  29.72%

  22.07%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.07%

  1.77%

  1.89%

  1.92%

  1.94%

Expenses net of fee waivers, if any

  1.90%

  1.77%

  1.89%

  1.91%

  1.94%

Expenses net of all reductions

  1.86%

  1.73%

  1.83%

  1.88%

  1.92%

Net investment income (loss)

  (.25)%

  (.14)%

  (.32)%

  (.04)%

  (.14)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 13

$ 41

$ 42

$ 42

$ 15

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.49

$ 28.26

$ 26.24

$ 20.99

$ 17.62

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.16)

  (.18)

  (.24)

  (.14)

  (.16)

Net realized and unrealized gain (loss)

  (13.73)

  7.82

  4.98

  6.08

  3.80

Total from investment operations

  (13.89)

  7.64

  4.74

  5.94

  3.64

Distributions from net realized gain

  (4.95)

  (5.41)

  (2.73)

  (.71)

  (.31)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.65

$ 30.49

$ 28.26

$ 26.24

$ 20.99

Total Return A, B

  (53.68)%

  32.38%

  19.28%

  29.13%

  21.21%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.58%

  2.30%

  2.48%

  2.49%

  2.63%

Expenses net of fee waivers, if any

  2.40%

  2.30%

  2.40%

  2.43%

  2.63%

Expenses net of all reductions

  2.36%

  2.26%

  2.34%

  2.40%

  2.60%

Net investment income (loss)

  (.75)%

  (.66)%

  (.84)%

  (.56)%

  (.83)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 3

$ 11

$ 11

$ 13

$ 5

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.62

$ 28.33

$ 26.31

$ 21.04

$ 17.64

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.16)

  (.17)

  (.23)

  (.13)

  (.12)

Net realized and unrealized gain (loss)

  (13.78)

  7.85

  4.99

  6.10

  3.80

Total from investment operations

  (13.94)

  7.68

  4.76

  5.97

  3.68

Distributions from net investment income

  -

  -

  -

  -

  (.01)

Distributions from net realized gain

  (4.98)

  (5.39)

  (2.75)

  (.72)

  (.31)

Total distributions

  (4.98)

  (5.39)

  (2.75)

  (.72)

  (.32)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.70

$ 30.62

$ 28.33

$ 26.31

$ 21.04

Total Return A, B

  (53.67)%

  32.39%

  19.34%

  29.22%

  21.43%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.57%

  2.26%

  2.38%

  2.41%

  2.43%

Expenses net of fee waivers, if any

  2.40%

  2.26%

  2.38%

  2.41%

  2.43%

Expenses net of all reductions

  2.36%

  2.22%

  2.32%

  2.38%

  2.40%

Net investment income (loss)

  (.76)%

  (.62)%

  (.81)%

  (.54)%

  (.62)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 6

$ 20

$ 21

$ 25

$ 9

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.44

$ 29.03

$ 26.89

$ 21.36

$ 17.71

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .03

  .12

  .08

  .15

  .10

Net realized and unrealized gain (loss)

  (14.14)

  8.03

  5.08

  6.19

  3.84

Total from investment operations

  (14.11)

  8.15

  5.16

  6.34

  3.94

Distributions from net investment income

  (.12)

  (.07)

  (.14)

  (.06)

  (.02)

Distributions from net realized gain

  (5.18)

  (5.67)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.30)G

  (5.74)

  (3.03)

  (.83)

  (.33)

Redemption fees added to paid in capital B

  -F

  -F

  .01

  .02

  .04

Net asset value, end of period

$ 12.03

$ 31.44

$ 29.03

$ 26.89

$ 21.36

Total ReturnA

  (53.25)%

  33.82%

  20.65%

  30.67%

  22.84%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.49%

  1.19%

  1.28%

  1.28%

  1.30%

Expenses net of fee waivers, if any

  1.49%

  1.19%

  1.28%

  1.28%

  1.30%

Expenses net of all reductions

  1.44%

  1.15%

  1.22%

  1.25%

  1.28%

Net investment income (loss)

  .16%

  .45%

  .29%

  .59%

  .50%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 536

$ 1,664

$ 1,816

$ 2,090

$ 1,091

Portfolio turnover rateD

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $5.30 per share is comprised of distributions from net investment income of $.120 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.38

$ 28.99

$ 26.86

$ 21.36

$ 17.72

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .05

  .12

  .08

  .14

  .10

Net realized and unrealized gain (loss)

  (14.12)

  8.01

  5.07

  6.18

  3.84

Total from investment operations

  (14.07)

  8.13

  5.15

  6.32

  3.94

Distributions from net investment income

  (.12)

  (.07)

  (.14)

  (.07)

  (.03)

Distributions from net realized gain

  (5.18)

  (5.67)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.30) G

  (5.74)

  (3.03)

  (.84)

  (.34)

Redemption fees added to paid in capital B

  - F

  - F

  .01

  .02

  .04

Net asset value, end of period

$ 12.01

$ 31.38

$ 28.99

$ 26.86

$ 21.36

Total Return A

  (53.22)%

  33.84%

  20.65%

  30.59%

  22.84%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.49%

  1.18%

  1.29%

  1.30%

  1.32%

Expenses net of fee waivers, if any

  1.40%

  1.18%

  1.29%

  1.30%

  1.32%

Expenses net of all reductions

  1.35%

  1.14%

  1.23%

  1.27%

  1.29%

Net investment income (loss)

  .25%

  .45%

  .28%

  .57%

  .49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2

$ 8

$ 9

$ 7

$ 3

Portfolio turnover rate D

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $5.30 per share is comprised of distributions from net investment income of $.120 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Small Cap Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The Fund is currently closed to most new accounts. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The Fund offers Class A, Class T, Class B, Class C, International Small Cap and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to, foreign currency transactions, certain foreign taxes, passive foreign investments companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 29,805

Unrealized depreciation

(332,161)

Net unrealized appreciation (depreciation)

(302,356)

Capital loss carryforward

(28,799)

 

 

Cost for federal income tax purposes

$ 907,779

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 73,752

$ 43,869

Long-term Capital Gains

220,589

310,922

Total

$ 294,341

$ 354,791

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Repurchase Agreements - continued

government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other short-term securities, aggregated $1,347,283 and $1,736,784, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Small Cap as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.14% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 67

$ 3

Class T

.25%

.25%

143

1

Class B

.75%

.25%

71

54

Class C

.75%

.25%

135

4

 

 

 

$ 416

$ 62

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2

Class T

2

Class B*

12

Class C*

2

 

$ 18

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for International Small Cap shares.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 82

.31

Class T

88

.31

Class B

22

.31

Class C

41

.30

International Small Cap

2,636

.23

Institutional Class

11

.22

 

$ 2,880

 

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could

Annual Report

8. Security Lending - continued

experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.65%

$ 45

Class T

1.90%

48

Class B

2.40%

13

Class C

2.40%

22

Institutional Class

1.40%

4

 

 

$ 132

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $591 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Small Cap

$ 13

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $1, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 32

$ -

International Small Cap

6,232

3,765

Institutional Class

29

22

Total

$ 6,293

$ 3,787

Annual Report

11. Distributions to Shareholders - continued

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net realized gain

 

 

Class A

$ 6,370

$ 6,864

Class T

6,691

7,706

Class B

1,698

2,092

Class C

3,224

3,882

International Small Cap

268,817

328,782

Institutional Class

1,248

1,678

Total

$ 288,048

$ 351,004

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

288

268

$ 6,010

$ 7,316

Reinvestment of distributions

250

252

5,922

6,096

Shares redeemed

(639)

(556)

(12,839)

(14,980)

Net increase (decrease)

(101)

(36)

$ (907)

$ (1,568)

Class T

 

 

 

 

Shares sold

197

226

$ 4,234

$ 6,120

Reinvestment of distributions

267

297

6,298

7,166

Shares redeemed

(643)

(671)

(12,849)

(17,855)

Net increase (decrease)

(179)

(148)

$ (2,317)

$ (4,569)

Class B

 

 

 

 

Shares sold

15

19

$ 298

$ 519

Reinvestment of distributions

66

79

1,550

1,892

Shares redeemed

(155)

(149)

(3,078)

(3,957)

Net increase (decrease)

(74)

(51)

$ (1,230)

$ (1,546)

Class C

 

 

 

 

Shares sold

43

56

$ 916

$ 1,462

Reinvestment of distributions

110

124

2,587

2,967

Shares redeemed

(325)

(277)

(6,282)

(7,298)

Net increase (decrease)

(172)

(97)

$ (2,779)

$ (2,869)

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

International Small Cap

 

 

 

 

Shares sold

6,448

7,028

$ 135,999

$ 194,115

Reinvestment of distributions

10,463

12,767

249,850

311,000

Shares redeemed

(25,232)

(29,445)

(501,269)

(791,655)

Net increase (decrease)

(8,321)

(9,650)

$ (115,420)

$ (286,540)

Institutional Class

 

 

 

 

Shares sold

51

47

$ 1,128

$ 1,226

Reinvestment of distributions

31

39

750

938

Shares redeemed

(145)

(150)

(2,999)

(3,984)

Net increase (decrease)

(63)

(64)

$ (1,121)

$ (1,820)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-
present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-
2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering Officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

Class A designates 23%; Class T designates 24%; Class B designates 28%; and Class C designates 28%; of the dividend distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/10/2007

$0.304

$0.0222

Class T

12/10/2007

$0.285

$0.0222

Class B

12/10/2007

$0.243

$0.0222

Class C

12/10/2007

$0.249

$0.0222

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that, Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, as available, the cumulative total returns of Fidelity International Small Cap (retail class) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Fidelity International Small Cap (retail class) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Fund


fid1526

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity International Small Cap (retail class) of the fund was in the second quartile for the one- and three-year periods and the first quartile for the five-year period. The Board also stated that the investment performance of Fidelity International Small Cap (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 21% means that 79% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Fund

fid1528

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Small Cap (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although the fund is partially closed to new investors, it continues to incur investment management expenses, and marketing and distribution expenses related to the retention of existing shareholders and assets. The Board further noted that the fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis
Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Mellon Bank

Pittsburgh, PA

AISC-UANN-1208
1.793568.105

fid959

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Small Cap
Fund - Institutional Class

Annual Report

October 31, 2008

Institutional Class is a class of
Fidelity® International Small Cap Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Managements' Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Past 5
years

Life of
class
A

Institutional Class B

-53.22%

3.91%

13.33%

A From May 27, 2003.

B The initial offering of Institutional Class shares took place on May 27, 2003. Returns prior to May 27, 2003 are those of International Small Cap, the original class of the fund.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Small Cap Fund - Institutional Class, a class of the fund, on September 18, 2002, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® EAFE® Small Cap Index performed over the same period. The initial offering of Institutional Class took place on May 27, 2003. See above for additional information regarding the performance of Institutional Class.
fid1544

Annual Report

Managements' Discussion of Fund Performance

Comments from Colin Stone, Noriko Takahashi and Wilson Wong, Co-Portfolio Managers of Fidelity Advisor International Small Cap Fund

International stocks fell hard during the 12 months ending October 31, 2008, especially during the latter stages of the period and mostly as a result of fallout from the financial crisis in the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. The weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets declined 56.22%, as measured by the MSCI Emerging Markets Index.

During the year, the fund's Institutional Class shares returned -53.22%, versus -53.46% for the MSCI Europe, Australasia, Far East Small Cap Index. Stock selection was helpful in Germany and Canada. Conversely, our picks in Japan and Australia hurt. On a sector basis, stock and market selection in health care and materials helped, as did our cash stake, while poor picks in information technology, consumer discretionary, industrials and financials detracted. The Asia-Pacific ex Japan subportfolio beat its benchmark. Contributors included Australia's Incitec Pivot, which benefited from high fertilizer prices earlier in the period and which we sold. An out-of-benchmark stake in Oil Search - based in Papua New Guinea - helped as well. Detractors included Queensland Gas Company, an Australian holding that we sold. The Europe/Middle East/Africa subportfolio edged its benchmark. Western Canadian Coal profited from higher coal prices and was sold from the fund. Swiss biopharmaceutical company Actelion also added value, while U.K.-headquartered Phorm, a global digital technology company, detracted and was sold. The three stocks just mentioned were out-of-index holdings. The Japanese subportfolio trailed its benchmark. Crystal electronic parts maker Nihon Dempa Kogyo - which we sold - and auto parts manufacturer Nippon Seiki detracted. Tsumura, an herbal medicine company, contributed.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Annual Report

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to October 31, 2008

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 546.80

$ 6.42

HypotheticalA

 

$ 1,000.00

$ 1,016.84

$ 8.36

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 546.40

$ 7.39

HypotheticalA

 

$ 1,000.00

$ 1,015.58

$ 9.63

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 545.20

$ 9.32

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 545.20

$ 9.32

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

International Small Cap

1.52%

 

 

 

Actual

 

$ 1,000.00

$ 547.60

$ 5.91

HypotheticalA

 

$ 1,000.00

$ 1,017.50

$ 7.71

Institutional Class

1.40%

 

 

 

Actual

 

$ 1,000.00

$ 547.70

$ 5.45

HypotheticalA

 

$ 1,000.00

$ 1,018.10

$ 7.10

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 32.3%

fid910

United Kingdom 19.7%

fid912

United States of America 8.3%

fid914

Australia 7.6%

fid916

Germany 6.5%

fid1003

France 5.3%

fid918

Switzerland 2.6%

fid920

Sweden 1.7%

fid922

Spain 1.7%

fid926

Other 14.3%

fid1556

Percentages are adjusted for the effect of futures contracts, if applicable.

As of April 30, 2008

fid908

Japan 29.8%

fid910

United Kingdom 17.0%

fid912

Australia 10.5%

fid914

United States of America 7.3%

fid916

Canada 3.8%

fid1003

Germany 3.2%

fid918

France 2.8%

fid920

Sweden 2.4%

fid922

Bermuda 2.3%

fid926

Other 20.9%

fid1568

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks and Investment Companies

92.5

95.0

Bonds

0.0

0.4

Short-Term Investments and Net Other Assets

7.5

4.6

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Actelion Ltd. (Reg.) (Switzerland, Biotechnology)

1.7

1.1

Biotest AG (non-vtg.) (Germany, Biotechnology)

1.5

0.0

ASOS PLC (United Kingdom, Internet & Catalog Retail)

1.3

0.0

Seven Bank Ltd. (Japan, Commercial Banks)

1.0

0.0

Grifols SA (Spain, Biotechnology)

1.0

0.7

Xchanging PLC (United Kingdom, IT Services)

1.0

0.6

Datacash Group PLC (United Kingdom, IT Services)

1.0

0.7

Fresenius Medical Care AG (Germany, Health Care Providers & Services)

0.9

0.5

Autonomy Corp. PLC (United Kingdom, Software)

0.9

0.6

SHO-BOND Holdings Co. Ltd. (Japan, Construction & Engineering)

0.8

0.0

 

11.1

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Health Care

19.4

8.8

Industrials

14.8

14.9

Consumer Discretionary

14.8

17.0

Information Technology

12.8

12.1

Financials

9.1

7.2

Materials

6.4

19.4

Energy

6.0

8.3

Consumer Staples

5.1

6.9

Utilities

2.6

0.3

Telecommunication Services

1.3

0.5

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 90.8%

Shares

Value (000s)

Australia - 7.6%

AGL Energy Ltd.

41,046

$ 385

Allied Gold Ltd. (a)

1,000,000

143

Allied Gold Ltd. (United Kingdom) (a)

5,974,800

904

Ansell Ltd.

468,802

3,942

APA Group unit

1,269,996

2,474

Bradken Ltd.

84,197

278

Centamin Egypt Ltd. (a)

8,016,301

3,471

Centennial Coal Co. Ltd.

905,473

2,128

Charter Hall Group unit

393,821

117

Coal of Africa Ltd. (a)

2,057,900

1,685

CopperCo Ltd. (a)

3,342,244

219

David Jones Ltd.

1,228,763

2,529

DUET Group

1,515,279

2,417

International Ferro Metals

993,881

570

Invocare Ltd.

35,429

115

Iress Market Technology Ltd.

210,229

653

JB Hi-Fi Ltd. (d)

246,857

1,448

Macquarie Airports unit

520,928

740

Metcash Ltd.

884,235

2,385

Monto Minerals Ltd. (a)

8,206,552

0

Monto Minerals Ltd. warrants 5/25/09 (a)

1,485,934

0

Navitas Ltd.

1,655,222

2,335

Northern Iron Ltd.

614,455

307

Nufarm Ltd.

144,837

1,048

SAI Global Ltd.

345,535

564

Seek Ltd. (d)

428,872

948

SP AusNet unit

3,634,154

2,677

Spark Infrastructure Group unit (f)

1,942,854

1,898

Tassal Group Ltd.

3,261,040

3,800

Tattersall's Ltd.

485,563

813

Tianshan Goldfields Ltd. (a)

744,712

34

Tianshan Goldfields Ltd. (United Kingdom) (a)

200,000

9

United Group Ltd.

280,367

1,778

WorleyParsons Ltd.

30,013

301

Wotif.com Holdings Ltd.

340,639

784

TOTAL AUSTRALIA

43,899

Belgium - 0.1%

Hansen Transmission International NV

500,100

839

Bermuda - 1.2%

Oakley Capital Investments Ltd. (a)

1,458,000

1,508

Peace Mark Holdings Ltd.

788,000

0

Common Stocks - continued

Shares

Value (000s)

Bermuda - continued

Ports Design Ltd.

118,500

$ 138

PureCircle Ltd.

616,000

1,359

Seadrill Ltd.

133,600

1,286

Vtech Holdings Ltd.

622,000

2,317

Zambezi Resources Ltd.:

CDI (a)

2,184,593

80

warrants 8/31/09 (a)

108,686

1

TOTAL BERMUDA

6,689

British Virgin Islands - 1.0%

Albidon Ltd. unit (a)

1,469,000

455

Kalahari Energy (g)

1,451,000

1,814

Playtech Ltd. (d)

672,400

3,745

TOTAL BRITISH VIRGIN ISLANDS

6,014

Canada - 1.0%

AirSea Lines (g)

1,893,338

362

AirSea Lines warrants 8/4/11 (a)(g)

1,862,300

0

Aquiline Resources, Inc. (a)

125,900

108

European Goldfields Ltd. (a)

966,800

1,211

Red Back Mining, Inc. (a)

742,600

2,919

Rock Well Petroleum, Inc. (g)

770,400

125

Starfield Resources, Inc. (a)

4,328,075

933

TOTAL CANADA

5,658

Cayman Islands - 1.1%

International Consolidated Minerals, Inc. (a)

852,927

868

New Oriental Education & Technology Group, Inc. sponsored ADR (a)

28,000

1,791

New World Department Store China Ltd.

3,079,000

1,706

Orchid Developments Group Ltd. (a)

1,211,000

1,607

Stella International Holdings Ltd.

134,000

113

TOTAL CAYMAN ISLANDS

6,085

China - 0.2%

Baidu.com, Inc. sponsored ADR (a)

2,400

494

Yantai Changyu Pioneer Wine Co. (B Shares)

254,510

791

TOTAL CHINA

1,285

Common Stocks - continued

Shares

Value (000s)

Cyprus - 1.0%

Buried Hill Energy (Cyprus) PCL (g)

1,947,000

$ 4,906

Mirland Development Corp. PLC (a)

800,700

1,033

TOTAL CYPRUS

5,939

Denmark - 0.6%

Vestas Wind Systems AS (a)

83,500

3,420

Egypt - 0.2%

Talaat Moustafa Group Holding

1,669,700

1,101

Finland - 0.5%

Nokian Tyres Ltd.

222,740

2,912

France - 5.3%

Adenclassifieds SA (a)

26,500

540

Altamir Amboise

311,100

1,247

ALTEN (a)(d)

48,200

1,215

April Group

84,200

3,054

Audika SA

108,200

2,523

Boursorama (a)

165,300

1,206

Delachaux SA (d)

55,900

3,075

Devoteam SA

41,900

753

Iliad Group SA

46,600

3,685

Laurent-Perrier Group

8,460

686

LeGuide.com SA (a)

96,800

1,589

Maisons France Confort

48,000

830

Meetic (a)(d)

236,186

3,330

SeLoger.com (a)(d)

139,000

2,606

SR Teleperformance SA

109,300

2,359

Vilmorin & Cie (d)

18,910

1,848

TOTAL FRANCE

30,546

Germany - 5.0%

Biotest AG

1,902

140

CTS Eventim AG

68,800

1,737

Delticom AG

53,200

2,676

Fresenius Medical Care AG

115,410

5,249

Gerresheimer AG

91,400

3,204

KROMI Logistik AG (a)

126,500

684

Q-Cells AG (a)(d)

73,100

2,876

Rational AG

27,500

2,865

SMA Solar Technology AG

55,500

2,506

Solarvalue AG

96,800

90

STRATEC Biomedical Systems AG

53,265

900

United Internet AG

345,300

3,118

Common Stocks - continued

Shares

Value (000s)

Germany - continued

Vossloh AG

16,900

$ 1,306

Wirecard AG

277,950

1,628

TOTAL GERMANY

28,979

Greece - 0.6%

Babis Vovos International Technical SA (a)

132,000

2,474

Jumbo SA

84,900

862

TOTAL GREECE

3,336

Hong Kong - 0.7%

Cafe de Coral Holdings Ltd.

1,094,000

1,719

Champion (REIT)

1,652,000

397

First Pacific Co. Ltd.

1,686,000

681

Melco International Development Ltd.

914,000

164

Midland Holdings Ltd.

624,000

260

Prosperity (REIT)

1,329,000

143

Sa Sa International Holdings Ltd.

2,010,000

307

Shaw Brothers (Hong Kong) Ltd.

93,000

101

Texwinca Holdings Ltd.

1,022,000

478

TOTAL HONG KONG

4,250

Indonesia - 0.1%

PT Bumi Resources Tbk

2,782,000

364

Ireland - 0.2%

Kenmare Resources PLC (a)

1,165,900

292

Kenmare Resources PLC warrants 7/23/09 (a)

1,712,500

84

Paddy Power PLC (Ireland)

54,700

933

Vimio PLC (a)

867,300

0

TOTAL IRELAND

1,309

Italy - 0.3%

Seldovia Native Association, Inc. (SNAI) (a)(d)

351,590

1,052

Teleunit SpA (a)(e)

12,312,258

458

TOTAL ITALY

1,510

Japan - 32.3%

Aioi Insurance Co. Ltd.

235,000

965

Air Water, Inc.

436,000

4,105

Airport Facilities Co. Ltd.

186,700

1,012

Alpen Co. Ltd.

125,700

2,186

ARCS Co. Ltd.

137,800

1,963

Arnest One Corp. (d)

293,900

379

C. Uyemura & Co. Ltd.

59,100

1,679

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Chiba Bank Ltd.

256,000

$ 1,265

Coca-Cola West Japan Co. Ltd.

90,700

1,819

COMSYS Holdings Corp.

147,000

1,051

Create SD Co. Ltd.

52,700

807

Culture Convenience Club Co. Ltd. (d)

149,700

992

Daicel Chemical Industries Ltd.

588,000

2,120

Daihen Corp. (d)

1,132,000

2,639

Daikin Industries Ltd.

40,700

915

Dainippon Screen Manufacturing Co. Ltd.

336,000

716

Daiseki Co. Ltd.

98,830

2,251

Daito Gyorui Co. Ltd.

13,000

14

Don Quijote Co. Ltd.

113,200

2,053

eAccess Ltd. (d)

3,211

1,493

EPS Co. Ltd.

979

4,100

FamilyMart Co. Ltd.

88,000

3,486

Ferrotec Corp.

93,700

1,037

FreeBit Co., Ltd. (a)(d)

259

1,059

Furuno Electric Co. Ltd.

193,400

1,147

Green Hospital Supply, Inc. (a)(d)

2,215

755

Hamamatsu Photonics KK

68,500

1,520

Hisaka Works Ltd.

81,000

934

Hisamitsu Pharmaceutical Co., Inc.

37,100

1,546

Hitachi Construction Machinery Co. Ltd. (d)

79,800

926

Hitachi Metals Ltd.

105,000

789

Hitachi Transport System Ltd.

80,700

1,079

Hokuto Corp.

97,500

2,582

Ichirokudo Co. Ltd. (a)

822

397

Ichiyoshi Securities Co. Ltd.

185,300

1,484

Iino Kaiun Kaisha Ltd. (d)

315,600

1,613

Inpex Corp.

447

2,595

Itochu Corp.

339,000

1,791

Japan Asia Investment Co. Ltd. (d)

805,000

611

JFE Shoji Holdings, Inc.

272,000

859

Jupiter Telecommunications Co.

3,036

2,050

Kakaku.com, Inc. (d)

1,216

3,577

Kinki Sharyo Co. Ltd. (d)

234,000

862

Kuraray Co. Ltd.

370,500

2,835

McDonald's Holdings Co. (Japan) Ltd.

108,500

1,657

Meiko Electronics Co. Ltd.

94,200

1,066

Mitsubishi UFJ Lease & Finance Co. Ltd.

118,280

2,832

Nabtesco Corp.

145,000

884

Namco Bandai Holdings, Inc.

414,000

4,257

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Nihon Kohden Corp.

206,100

$ 3,481

Nihon M&A Center, Inc. (d)

291

1,122

Nihon Nohyaku Co. Ltd. (d)

361,000

1,958

Nikon Corp.

124,000

1,747

Nippon Seiki Co. Ltd.

229,000

1,516

Nissha Printing Co. Ltd. (d)

12,900

717

NOF Corp.

384,000

1,101

NS Solutions Corp.

97,400

1,184

Obara Corp.

50

0

Oenon Holdings, Inc.

663,000

1,761

Oiles Corp.

48

1

Onward Holdings Co. Ltd.

76,000

556

ORIX JREIT, Inc.

733

3,360

Otsuka Corp.

46,500

2,339

Pigeon Corp. (d)

80,500

2,339

Point, Inc.

85,540

4,201

R-Tech Ueno Ltd. (d)

70

409

Rengo Co. Ltd. (d)

649,000

3,309

Resona Holdings, Inc. (d)

1,125

1,180

Rohto Pharmaceutical Co. Ltd.

309,000

3,503

Roland DG Corp. (d)

53,600

668

Saizeriya Co. Ltd. (d)

270,400

4,033

Sankyu, Inc.

913,000

2,877

Santen Pharmaceutical Co. Ltd.

128,000

3,273

Sato Corp.

351,000

3,508

Sec Carbon Ltd.

126,000

413

Sega Sammy Holdings, Inc. (d)

299,300

2,263

Sekisui Chemical Co. Ltd.

216,000

1,262

Seven Bank Ltd.

1,972

5,680

Shimadzu Corp.

395,000

2,703

Shin Nippon Biomedical Laboratories Ltd. (d)

154,000

1,976

Shin-Kobe Electric Machinery Co. Ltd. (d)

173,000

835

Shinohara Systems of Construction Co. Ltd.

268

61

SHO-BOND Holdings Co. Ltd.

274,800

4,909

So-net M3, Inc. (d)

925

3,128

Sony Financial Holdings, Inc.

441

1,434

SRI Sports Ltd.

1,058

890

Stanley Electric Co. Ltd.

215,800

2,713

Start Today Co. Ltd. (d)

426

833

Sumitomo Rubber Industries Ltd.

129,500

1,142

Sysmex Corp.

62,100

1,929

T&D Holdings, Inc.

24,450

934

Common Stocks - continued

Shares

Value (000s)

Japan - continued

Taikisha Ltd.

275,400

$ 3,931

Takeei Corp. (d)

87,100

750

The Suruga Bank Ltd.

150,000

1,412

Tocalo Co. Ltd.

61,800

597

Toho Pharmaceutical Co. Ltd.

34,000

365

Tohoku Electric Power Co., Inc.

43,800

984

Tokai Carbon Co. Ltd.

78,000

409

Tokyo Gas Co. Ltd.

235,000

1,010

Toyo Suisan Kaisha Ltd.

164,000

4,228

Tsumura & Co.

170,100

4,353

USJ Co. Ltd.

4,057

1,677

Works Applications Co. Ltd.

2,985

1,834

TOTAL JAPAN

185,552

Korea (South) - 0.1%

Taewoong Co. Ltd.

8,436

412

Luxembourg - 0.3%

GlobeOp Financial Services SA

741,785

1,853

Malaysia - 0.1%

Top Glove Corp. Bhd

380,700

408

Netherlands - 1.5%

Brunel International NV

96,600

1,249

Cryo-Save Group NV

679,500

307

Gemalto NV (a)

77,100

2,160

QIAGEN NV (a)

282,300

4,144

SMARTRAC NV (a)

49,800

671

TOTAL NETHERLANDS

8,531

New Zealand - 0.4%

Fisher & Paykel Healthcare Corp.

877,173

1,521

The Warehouse Group Ltd.

401,934

934

TOTAL NEW ZEALAND

2,455

Norway - 1.1%

IMAREX NOS ASA (a)

169,600

1,532

Norwegian Property ASA

400,590

597

Revus Energy ASA (a)

261,800

4,014

TOTAL NORWAY

6,143

Common Stocks - continued

Shares

Value (000s)

Papua New Guinea - 0.5%

Lihir Gold Ltd. (a)

750,837

$ 936

Oil Search Ltd.

553,039

1,675

TOTAL PAPUA NEW GUINEA

2,611

Singapore - 1.2%

MobileOne Ltd.

609,000

542

Raffles Medical Group Ltd.

2,607,000

1,165

Singapore Post Ltd.

1,313,000

630

SMRT Corp. Ltd.

3,369,000

3,549

Suntec (REIT)

1,498,000

717

TOTAL SINGAPORE

6,603

Spain - 1.7%

Grifols SA

280,872

5,590

Laboratorios Almirall SA

159,700

1,415

Laboratorios Farmaceuticos ROVI SA

305,800

2,735

TOTAL SPAIN

9,740

Sweden - 1.7%

Countermine Technologies AB warrants 3/1/10 (a)

1,085,197

69

Elekta AB (B Shares)

332,800

4,208

Intrum Justitia AB

235,600

2,327

Modern Times Group MTG AB (B Shares)

54,310

1,165

Q-Med AB

207,100

852

RNB RETAIL AND BRANDS AB (d)

274,351

147

XCounter AB (a)

1,108,000

992

TOTAL SWEDEN

9,760

Switzerland - 2.6%

Actelion Ltd. (Reg.) (a)

186,820

9,860

Arpida Ltd. (a)

135

1

Basilea Pharmaceutica AG (a)

13,960

1,893

Cytos Biotechnology AG (a)

30,781

932

VZ Holding AG

48,110

1,975

TOTAL SWITZERLAND

14,661

Taiwan - 0.1%

Sinyi Realty, Inc.

694,645

769

Thailand - 0.2%

Advanced Info Service PCL (For. Reg.)

391,200

829

Total Access Communication PCL

897,500

543

TOTAL THAILAND

1,372

Common Stocks - continued

Shares

Value (000s)

United Kingdom - 19.5%

Abcam PLC

354,600

$ 2,590

ACP Capital Ltd.

265,625

68

Advanced Fluid Connections PLC (a)

7,009,687

0

Afren PLC (a)

2,379,850

1,826

Antisoma PLC (a)

3,747,300

1,151

Appian Technology PLC warrants 7/11/09 (a)(g)

479,045

0

Ark Therapeutics Group PLC (a)

789,321

534

ASOS PLC (a)(d)

1,784,800

7,491

Autonomy Corp. PLC (a)

330,900

5,246

Axis Shield PLC (a)

502,500

2,396

Axon Group PLC

412,200

4,207

Blackstar Investors PLC (a)

169,235

162

Blinkx PLC (a)

2,063,000

617

Bond International Software PLC

583,666

483

Cadogan Petroleum PLC

1,406,300

1,895

Camco International Ltd. (a)

1,183,202

670

Carluccio's PLC

633,800

761

Celsis International PLC (a)

443,648

996

Centurion Electronics PLC (a)(e)

748,299

0

Ceres Power Holdings PLC (a)(d)

469,300

515

China Goldmines PLC (a)

590,953

341

Clerkenwell Ventures PLC (a)

2,023,000

945

Clipper Windpower PLC (a)

168,400

583

Concateno PLC (a)

1,990,000

2,952

Connaught PLC

385,900

2,131

Corac Group PLC (a)

3,979,104

2,152

Craneware PLC

865,000

2,965

CustomVis PLC (a)(e)

14,020,636

201

CVS Group PLC

374,200

879

Dana Petroleum PLC (a)

208,800

3,359

Datacash Group PLC

1,568,980

5,463

Eclipse Energy Co. Ltd. (g)

102,000

2,956

European Nickel PLC (a)

3,872,700

161

Faroe Petroleum PLC (a)

262,500

289

GoIndustry-DoveBid PLC (a)

1,466,500

155

IBS Group Holding Ltd. GDR (Reg. S)

311,000

1,344

Ideal Shopping Direct PLC

234,592

166

IG Group Holdings PLC

1,008,089

4,709

Inova Holding PLC (a)

1,443,461

0

Intec Telecom Systems PLC (a)

1,837,268

785

Jubilee Platinum PLC (a)

1,657,843

383

Keronite PLC (g)

13,620,267

1,315

Common Stocks - continued

Shares

Value (000s)

United Kingdom - continued

Landround PLC warrants 12/11/09 (a)(g)

166,666

$ 0

Marwyn Value Investors II Ltd. (a)

1,670,000

1,033

Max Petroleum PLC (a)(d)

2,509,220

542

Michael Page International PLC

686,419

2,223

NCC Group Ltd.

288,215

1,629

Nviro Cleantech PLC (a)

2,175,000

978

Powerleague Group PLC

786,200

352

Pureprofile Media PLC (g)

1,108,572

669

Pursuit Dynamics PLC (a)(d)

804,239

1,058

Redhall Group PLC

370,000

1,088

Regenersis PLC (a)

815,000

962

Renewable Energy Generation Ltd.

1,762,500

2,294

RGI International Ltd. (a)

337,500

184

Romag Holdings PLC

542,000

1,035

Royalblue Group PLC

299,842

2,770

Salamander Energy PLC (a)

272,400

756

SDL PLC (a)

1,230,962

4,826

Serco Group PLC

480,699

2,866

Silverdell PLC (a)

921,000

379

Sinclair Pharma PLC (a)

1,888,371

599

Sphere Medical Holding PLC (g)

420,000

1,149

SR Pharma PLC (a)

2,889,000

802

Stem Cell Sciences PLC (a)

400,000

68

SubSea Resources PLC warrants 11/4/09 (a)

1,805,625

0

Synergy Health PLC (d)

418,515

2,537

TMO Biotec (g)

1,000,000

1,118

Toledo Mining Corp. PLC (a)

625,864

185

Triple Plate Junction PLC (a)

1,162,400

54

Ukrproduct Group Ltd.

988,000

284

Unite Group PLC

379,010

920

Valiant Petroleum PLC

160,000

923

Vectura Group PLC (a)

1,011,260

770

Wellstream Holdings PLC

248,600

1,735

Xchanging PLC

1,557,400

5,547

York Pharma PLC (a)

837,600

243

YouGov PLC (a)

1,865,154

2,345

Zenergy Power PLC (a)

761,280

1,206

ZincOx Resources PLC (a)

570,100

310

TOTAL UNITED KINGDOM

112,281

United States of America - 0.8%

CTC Media, Inc. (a)

336,700

2,492

Common Stocks - continued

Shares

Value (000s)

United States of America - continued

Cyberview Technology, Inc. (a)(e)

996,527

$ 0

Frontera Resources Corp. (a)

1,157,200

802

Frontier Mining Ltd. (a)

6,056,000

148

Phorm, Inc.

251,500

763

TyraTech, Inc. (a)

191,500

133

XL TechGroup, Inc. (a)

1,329,250

0

TOTAL UNITED STATES OF AMERICA

4,338

TOTAL COMMON STOCKS

(Cost $810,643)

521,624

Nonconvertible Preferred Stocks - 1.5%

 

 

 

 

Germany - 1.5%

Biotest AG (non-vtg.)
(Cost $11,136)

136,500

8,451

Investment Companies - 0.2%

 

 

 

 

United Kingdom - 0.2%

Brookwell Ltd. (e)
(Cost $3,644)

1,856,210

1,451

Money Market Funds - 12.9%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

42,315,053

42,315

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

31,582,427

31,582

TOTAL MONEY MARKET FUNDS

(Cost $73,897)

73,897

TOTAL INVESTMENT PORTFOLIO - 105.4%

(Cost $899,320)

605,423

NET OTHER ASSETS - (5.4)%

(30,973)

NET ASSETS - 100%

$ 574,450

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

(e) Affiliated company

(f) Security exempt from registration under Rule 144A of the Securities Act of 1933. These securities may be resold in transactions exempt from registration, normally to qualified institutional buyers. At the end of the period, the value of these securities amounted to $1,898,000 or 0.3% of net assets.

(g) Restricted securities - Investment in securities not registered under the Securities Act of 1933 (excluding 144A issues). At the end of the period, the value of restricted securities (excluding 144A issues) amounted to $14,415,000 or 2.5% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

AirSea Lines

8/4/06

$ 1,199

AirSea Lines warrants 8/4/11

8/4/06

$ 0

Appian Technology PLC warrants 7/11/09

2/18/05

$ 0

Buried Hill Energy (Cyprus) PCL

8/18/06

$ 2,142

Eclipse Energy Co. Ltd.

4/28/05

$ 1,459

Kalahari Energy

9/1/06

$ 1,814

Keronite PLC

8/16/06

$ 1,549

Landround PLC warrants 12/11/09

12/12/06

$ 0

Pureprofile Media PLC

5/3/05 - 1/11/06

$ 1,173

Rock Well Petroleum, Inc.

4/13/06

$ 1,004

Sphere Medical Holding PLC

8/27/08

$ 1,310

TMO Biotec

10/27/05

$ 535

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 1,569

Fidelity Securities Lending Cash Central Fund

1,694

Total

$ 3,263

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

ADVFN PLC

$ 2,066

$ -

$ 1,489

$ -

$ -

Allied Gold Ltd.

12,802

3,513

9,185

-

-

Allied Gold Ltd. (United Kingdom)

410

2,249

6,735

-

-

BioCare Solutions PLC

1,260

-

73

-

-

Brookwell Ltd.

-

3,644

-

-

1,451

Capital-XX Ltd.

3,105

736

1,321

-

-

Centurion Electronics PLC

89

-

-

-

-

Corac Group PLC

5,414

-

767

-

-

CustomVis PLC

591

421

8

-

201

Cyberview Technology, Inc.

3,802

-

-

-

-

Frontier Mining Ltd.

1,619

-

35

-

-

Healthcare Enterprise Group PLC

373

-

274

-

-

Hydrodec Group PLC

3,795

-

9,368

-

-

Impact Holdings PLC

650

-

188

-

-

Motivcom PLC

5,545

-

2,303

49

-

Phorm, Inc.

28,335

-

5,912

-

-

Skywest Airlines Ltd.

4,437

-

3,480

222

-

SPI Lasers PLC

3,778

-

1,986

-

-

Sylvania Resources Ltd.

25,111

640

6,598

-

-

Sylvania Resources Ltd. (United Kingdom)

13,425

818

27,147

-

-

Tanzanite One Ltd.

8,937

-

4,053

410

-

Teleunit SpA

1,025

-

26

-

458

Visual Defence, Inc.

1,503

-

509

-

-

Total

$ 128,072

$ 12,021

$ 81,457

$ 681

$ 2,110

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $28,799,000 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 Amounts in thousands (except per-share amounts)

October 31, 2008

Assets

Investment in securities, at value (including securities loaned of $29,883) - See accompanying schedule:

Unaffiliated issuers (cost $809,370)

$ 529,416

 

Fidelity Central Funds (cost $73,897)

73,897

 

Other affiliated issuers (cost $16,053)

2,110

 

Total Investments (cost $899,320)

 

$ 605,423

Foreign currency held at value (cost $821)

822

Receivable for investments sold

6,696

Receivable for fund shares sold

862

Dividends receivable

2,108

Distributions receivable from Fidelity Central Funds

136

Receivable from investment adviser for expense reductions

24

Other receivables

245

Total assets

616,316

 

 

 

Liabilities

Payable for investments purchased

$ 8,143

Payable for fund shares redeemed

1,075

Accrued management fee

618

Distribution fees payable

17

Other affiliated payables

223

Other payables and accrued expenses

208

Collateral on securities loaned, at value

31,582

Total liabilities

41,866

 

 

 

Net Assets

$ 574,450

Net Assets consist of:

 

Paid in capital

$ 905,604

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(37,825)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(293,329)

Net Assets

$ 574,450

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 Amounts in thousands (except per-share amounts)

October 31, 2008

Calculation of Maximum Offering Price

Class A:
Net Asset Value
and redemption price per share ($13,561 ÷ 1,138.35 shares)

$ 11.91

 

 

 

Maximum offering price per share (100/94.25 of $11.91)

$ 12.64

Class T:
Net Asset Value
and redemption price per share ($13,493 ÷ 1,139.44 shares)

$ 11.84

 

 

 

Maximum offering price per share (100/96.50 of $11.84)

$ 12.27

Class B:
Net Asset Value
and offering price per share ($3,230 ÷ 277.28 shares)A

$ 11.65

 

 

 

Class C:
Net Asset Value
and offering price per share ($5,658 ÷ 483.62 shares)A

$ 11.70

 

 

 

 

 

 

International Small Cap:
Net Asset Value
, offering price and redemption price per share ($536,291 ÷ 44,591.13 shares)

$ 12.03

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($2,217 ÷ 184.55 shares)

$ 12.01

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 Amounts in thousands

Year ended October 31, 2008

Investment Income

 

 

Dividends (including $681 earned from other affiliated issuers)

 

$ 17,101

Interest

 

348

Income from Fidelity Central Funds (including $1,694 from security lending)

 

3,263

 

 

20,712

Less foreign taxes withheld

 

(1,152)

Total income

 

19,560

 

 

 

Expenses

Management fee
Basic fee

$ 10,529

Performance adjustment

3,402

Transfer agent fees

2,880

Distribution fees

416

Accounting and security lending fees

577

Custodian fees and expenses

465

Independent trustees' compensation

6

Registration fees

84

Audit

136

Legal

7

Miscellaneous

207

Total expenses before reductions

18,709

Expense reductions

(736)

17,973

Net investment income (loss)

1,587

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $741)

6,591

Other affiliated issuers

3,373

 

Foreign currency transactions

(1,386)

Total net realized gain (loss)

 

8,578

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $751)

(799,901)

Assets and liabilities in foreign currencies

414

Total change in net unrealized appreciation (depreciation)

 

(799,487)

Net gain (loss)

(790,909)

Net increase (decrease) in net assets resulting from operations

$ (789,322)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 Amounts in thousands

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 1,587

$ 7,040

Net realized gain (loss)

8,578

289,903

Change in net unrealized appreciation (depreciation)

(799,487)

201,775

Net increase (decrease) in net assets resulting
from operations

(789,322)

498,718

Distributions to shareholders from net investment income

(6,293)

(3,787)

Distributions to shareholders from net realized gain

(288,048)

(351,004)

Total distributions

(294,341)

(354,791)

Share transactions - net increase (decrease)

(123,774)

(298,912)

Redemption fees

146

245

Total increase (decrease) in net assets

(1,207,291)

(154,740)

 

 

 

Net Assets

Beginning of period

1,781,741

1,936,481

End of period (including undistributed net investment income of $0 and $7,171, respectively)

$ 574,450

$ 1,781,741

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.14

$ 28.79

$ 26.69

$ 21.25

$ 17.69

Income from Investment
Operations

 

 

 

 

Net investment income (loss) C

  - G

  .03

  (.02)

  .05

  .02

Net realized and unrealized gain (loss)

  (14.03)

  7.97

  5.05

  6.16

  3.83

Total from investment operations

  (14.03)

  8.00

  5.03

  6.21

  3.85

Distributions from net investment income

  (.03)

  -

  (.05)

  (.02)

  (.02)

Distributions from net realized gain

  (5.18)

  (5.65)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.20) H

  (5.65)

  (2.94)

  (.79)

  (.33)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.91

$ 31.14

$ 28.79

$ 26.69

$ 21.25

Total Return A, B

  (53.35)%

  33.43%

  20.22%

  30.16%

  22.36%

Ratios to Average Net Assets D, F

 

 

 

 

Expenses before reductions

  1.82%

  1.53%

  1.64%

  1.66%

  1.71%

Expenses net of fee waivers, if any

  1.65%

  1.53%

  1.64%

  1.66%

  1.71%

Expenses net of all reductions

  1.60%

  1.49%

  1.58%

  1.63%

  1.69%

Net investment income (loss)

  -% I

  .10%

  (.08)%

  .21%

  .09%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 14

$ 39

$ 37

$ 35

$ 13

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

H Total distributions of $5.20 per share is comprised of distributions from net investment income of $.026 and distributions from net realized gain of $5.176 per share.

I Amount represents less than .01%.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.96

$ 28.64

$ 26.57

$ 21.20

$ 17.68

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.05)

  (.04)

  (.09)

  (.01)

  (.03)

Net realized and unrealized gain (loss)

  (13.95)

  7.93

  5.03

  6.12

  3.83

Total from investment operations

  (14.00)

  7.89

  4.94

  6.11

  3.80

Distributions from net investment income

  -

  -

  -

  -

  (.01)

Distributions from net realized gain

  (5.12)

  (5.57)

  (2.88)

  (.76)

  (.31)

Total distributions

  (5.12)

  (5.57)

  (2.88)

  (.76)

  (.32)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.84

$ 30.96

$ 28.64

$ 26.57

$ 21.20

Total Return A, B

  (53.46)%

  33.07%

  19.93%

  29.72%

  22.07%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.07%

  1.77%

  1.89%

  1.92%

  1.94%

Expenses net of fee waivers, if any

  1.90%

  1.77%

  1.89%

  1.91%

  1.94%

Expenses net of all reductions

  1.86%

  1.73%

  1.83%

  1.88%

  1.92%

Net investment income (loss)

  (.25)%

  (.14)%

  (.32)%

  (.04)%

  (.14)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 13

$ 41

$ 42

$ 42

$ 15

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the sales charges.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.49

$ 28.26

$ 26.24

$ 20.99

$ 17.62

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.16)

  (.18)

  (.24)

  (.14)

  (.16)

Net realized and unrealized gain (loss)

  (13.73)

  7.82

  4.98

  6.08

  3.80

Total from investment operations

  (13.89)

  7.64

  4.74

  5.94

  3.64

Distributions from net realized gain

  (4.95)

  (5.41)

  (2.73)

  (.71)

  (.31)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.65

$ 30.49

$ 28.26

$ 26.24

$ 20.99

Total Return A, B

  (53.68)%

  32.38%

  19.28%

  29.13%

  21.21%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.58%

  2.30%

  2.48%

  2.49%

  2.63%

Expenses net of fee waivers, if any

  2.40%

  2.30%

  2.40%

  2.43%

  2.63%

Expenses net of all reductions

  2.36%

  2.26%

  2.34%

  2.40%

  2.60%

Net investment income (loss)

  (.75)%

  (.66)%

  (.84)%

  (.56)%

  (.83)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 3

$ 11

$ 11

$ 13

$ 5

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 30.62

$ 28.33

$ 26.31

$ 21.04

$ 17.64

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) C

  (.16)

  (.17)

  (.23)

  (.13)

  (.12)

Net realized and unrealized gain (loss)

  (13.78)

  7.85

  4.99

  6.10

  3.80

Total from investment operations

  (13.94)

  7.68

  4.76

  5.97

  3.68

Distributions from net investment income

  -

  -

  -

  -

  (.01)

Distributions from net realized gain

  (4.98)

  (5.39)

  (2.75)

  (.72)

  (.31)

Total distributions

  (4.98)

  (5.39)

  (2.75)

  (.72)

  (.32)

Redemption fees added to paid in capital C

  - G

  - G

  .01

  .02

  .04

Net asset value, end of period

$ 11.70

$ 30.62

$ 28.33

$ 26.31

$ 21.04

Total Return A, B

  (53.67)%

  32.39%

  19.34%

  29.22%

  21.43%

Ratios to Average Net Assets D, F

 

 

 

 

 

Expenses before reductions

  2.57%

  2.26%

  2.38%

  2.41%

  2.43%

Expenses net of fee waivers, if any

  2.40%

  2.26%

  2.38%

  2.41%

  2.43%

Expenses net of all reductions

  2.36%

  2.22%

  2.32%

  2.38%

  2.40%

Net investment income (loss)

  (.76)%

  (.62)%

  (.81)%

  (.54)%

  (.62)%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 6

$ 20

$ 21

$ 25

$ 9

Portfolio turnover rate E

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Total returns do not include the effect of the contingent deferred sales charge.

C Calculated based on average shares outstanding during the period.

D Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

E Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

F Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

G Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.44

$ 29.03

$ 26.89

$ 21.36

$ 17.71

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .03

  .12

  .08

  .15

  .10

Net realized and unrealized gain (loss)

  (14.14)

  8.03

  5.08

  6.19

  3.84

Total from investment operations

  (14.11)

  8.15

  5.16

  6.34

  3.94

Distributions from net investment income

  (.12)

  (.07)

  (.14)

  (.06)

  (.02)

Distributions from net realized gain

  (5.18)

  (5.67)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.30)G

  (5.74)

  (3.03)

  (.83)

  (.33)

Redemption fees added to paid in capital B

  -F

  -F

  .01

  .02

  .04

Net asset value, end of period

$ 12.03

$ 31.44

$ 29.03

$ 26.89

$ 21.36

Total ReturnA

  (53.25)%

  33.82%

  20.65%

  30.67%

  22.84%

Ratios to Average Net AssetsC, E

 

 

 

 

 

Expenses before reductions

  1.49%

  1.19%

  1.28%

  1.28%

  1.30%

Expenses net of fee waivers, if any

  1.49%

  1.19%

  1.28%

  1.28%

  1.30%

Expenses net of all reductions

  1.44%

  1.15%

  1.22%

  1.25%

  1.28%

Net investment income (loss)

  .16%

  .45%

  .29%

  .59%

  .50%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 536

$ 1,664

$ 1,816

$ 2,090

$ 1,091

Portfolio turnover rateD

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $5.30 per share is comprised of distributions from net investment income of $.120 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005
2004

Selected Per-Share Data

 

 

 

 

 

Net asset value, beginning of period

$ 31.38

$ 28.99

$ 26.86

$ 21.36

$ 17.72

Income from Investment Operations

 

 

 

 

 

Net investment income (loss) B

  .05

  .12

  .08

  .14

  .10

Net realized and unrealized gain (loss)

  (14.12)

  8.01

  5.07

  6.18

  3.84

Total from investment operations

  (14.07)

  8.13

  5.15

  6.32

  3.94

Distributions from net investment income

  (.12)

  (.07)

  (.14)

  (.07)

  (.03)

Distributions from net realized gain

  (5.18)

  (5.67)

  (2.89)

  (.77)

  (.31)

Total distributions

  (5.30) G

  (5.74)

  (3.03)

  (.84)

  (.34)

Redemption fees added to paid in capital B

  - F

  - F

  .01

  .02

  .04

Net asset value, end of period

$ 12.01

$ 31.38

$ 28.99

$ 26.86

$ 21.36

Total Return A

  (53.22)%

  33.84%

  20.65%

  30.59%

  22.84%

Ratios to Average Net Assets C, E

 

 

 

 

 

Expenses before reductions

  1.49%

  1.18%

  1.29%

  1.30%

  1.32%

Expenses net of fee waivers, if any

  1.40%

  1.18%

  1.29%

  1.30%

  1.32%

Expenses net of all reductions

  1.35%

  1.14%

  1.23%

  1.27%

  1.29%

Net investment income (loss)

  .25%

  .45%

  .28%

  .57%

  .49%

Supplemental Data

 

 

 

 

 

Net assets, end of period (in millions)

$ 2

$ 8

$ 9

$ 7

$ 3

Portfolio turnover rate D

  113%

  70%

  84%

  79%

  77%

A Total returns would have been lower had certain expenses not been reduced during the periods shown.

B Calculated based on average shares outstanding during the period.

C Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

D Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

E Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

F Amount represents less than $.01 per share.

G Total distributions of $5.30 per share is comprised of distributions from net investment income of $.120 and distributions from net realized gain of $5.176 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

(Amounts in thousands except ratios)

1. Organization.

Fidelity International Small Cap Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The Fund is currently closed to most new accounts. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust.

The Fund offers Class A, Class T, Class B, Class C, International Small Cap and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Book-tax differences are primarily due to, foreign currency transactions, certain foreign taxes, passive foreign investments companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 29,805

Unrealized depreciation

(332,161)

Net unrealized appreciation (depreciation)

(302,356)

Capital loss carryforward

(28,799)

 

 

Cost for federal income tax purposes

$ 907,779

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 73,752

$ 43,869

Long-term Capital Gains

220,589

310,922

Total

$ 294,341

$ 354,791

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

4. Operating Policies - continued

Repurchase Agreements - continued

government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

Restricted Securities. The Fund may invest in securities that are subject to legal or contractual restrictions on resale. These securities generally may be resold in transactions exempt from registration or to the public if the securities are registered. Disposal of these securities may involve time-consuming negotiations and expense, and prompt sale at an acceptable price may be difficult. Information regarding restricted securities is included at the end of the Fund's Schedule of Investments.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other short-term securities, aggregated $1,347,283 and $1,736,784, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Small Cap as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.14% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services.

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Distribution and Service Plan - continued

For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 67

$ 3

Class T

.25%

.25%

143

1

Class B

.75%

.25%

71

54

Class C

.75%

.25%

135

4

 

 

 

$ 416

$ 62

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 2

Class T

2

Class B*

12

Class C*

2

 

$ 18

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR, was the transfer agent for International Small Cap shares.

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

6. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 82

.31

Class T

88

.31

Class B

22

.31

Class C

41

.30

International Small Cap

2,636

.23

Institutional Class

11

.22

 

$ 2,880

 

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $1 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $3 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could

Annual Report

8. Security Lending - continued

experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

9. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

Class A

1.65%

$ 45

Class T

1.90%

48

Class B

2.40%

13

Class C

2.40%

22

Institutional Class

1.40%

4

 

 

$ 132

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $591 for the period. In addition, through arrangements with the Fund's custodian and each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Small Cap

$ 13

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

In December 2006, the Independent Trustees, with the assistance of independent counsel, completed an investigation regarding gifts, gratuities and business entertainment provided by certain brokers to certain individuals who were employed on FMR's domestic equity trading desk during the period 2002 to 2004. The Independent Trustees and FMR agreed that, despite the absence of proof that the Fidelity mutual funds experienced diminished execution quality as a result of the improper receipt of gifts and business entertainment, the conduct at issue was serious and was worthy of redress. Accordingly, the Independent Trustees requested, and FMR agreed to make, a payment of $42 million plus accrued interest, which equaled approximately $7.3 million, to certain Fidelity mutual funds.

In March 2008, the Trustees approved a method for allocating this payment among the funds and, in total, FMR paid the fund $1, which is recorded in the accompanying Statement of Operations.

In a related administrative order dated March 5, 2008, the U.S. Securities and Exchange Commission ("SEC") announced a settlement with FMR and FMR Co., Inc. (an affiliate of FMR) involving the SEC's regulatory rules for investment advisers and the improper receipt of gifts, gratuities and business entertainment. Without admitting or denying the SEC's findings, FMR agreed to pay an $8 million civil penalty to the United States Treasury.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 32

$ -

International Small Cap

6,232

3,765

Institutional Class

29

22

Total

$ 6,293

$ 3,787

Annual Report

11. Distributions to Shareholders - continued

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net realized gain

 

 

Class A

$ 6,370

$ 6,864

Class T

6,691

7,706

Class B

1,698

2,092

Class C

3,224

3,882

International Small Cap

268,817

328,782

Institutional Class

1,248

1,678

Total

$ 288,048

$ 351,004

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

288

268

$ 6,010

$ 7,316

Reinvestment of distributions

250

252

5,922

6,096

Shares redeemed

(639)

(556)

(12,839)

(14,980)

Net increase (decrease)

(101)

(36)

$ (907)

$ (1,568)

Class T

 

 

 

 

Shares sold

197

226

$ 4,234

$ 6,120

Reinvestment of distributions

267

297

6,298

7,166

Shares redeemed

(643)

(671)

(12,849)

(17,855)

Net increase (decrease)

(179)

(148)

$ (2,317)

$ (4,569)

Class B

 

 

 

 

Shares sold

15

19

$ 298

$ 519

Reinvestment of distributions

66

79

1,550

1,892

Shares redeemed

(155)

(149)

(3,078)

(3,957)

Net increase (decrease)

(74)

(51)

$ (1,230)

$ (1,546)

Class C

 

 

 

 

Shares sold

43

56

$ 916

$ 1,462

Reinvestment of distributions

110

124

2,587

2,967

Shares redeemed

(325)

(277)

(6,282)

(7,298)

Net increase (decrease)

(172)

(97)

$ (2,779)

$ (2,869)

Annual Report

Notes to Financial Statements - continued

(Amounts in thousands except ratios)

12. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

International Small Cap

 

 

 

 

Shares sold

6,448

7,028

$ 135,999

$ 194,115

Reinvestment of distributions

10,463

12,767

249,850

311,000

Shares redeemed

(25,232)

(29,445)

(501,269)

(791,655)

Net increase (decrease)

(8,321)

(9,650)

$ (115,420)

$ (286,540)

Institutional Class

 

 

 

 

Shares sold

51

47

$ 1,128

$ 1,226

Reinvestment of distributions

31

39

750

938

Shares redeemed

(145)

(150)

(2,999)

(3,984)

Net increase (decrease)

(63)

(64)

$ (1,121)

$ (1,820)

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the five years in the period then ended. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 23, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-
present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-
2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering Officer of the Fidelity funds (2004-
2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The fund designates 21% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are $0.326 and $0.0222 for the dividend paid December 10, 2007.

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that, Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board over multiple periods. The following charts considered by the Board show, over the one-, three-, and five-year periods ended December 31, 2007, as available, the cumulative total returns of Fidelity International Small Cap (retail class) and Class B of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Fidelity International Small Cap (retail class) and Class B show the performance of the highest and lowest performing classes, respectively (based on three-year performance). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below each chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Fund


fid1570

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Fidelity International Small Cap (retail class) of the fund was in the second quartile for the one- and three-year periods and the first quartile for the five-year period. The Board also stated that the investment performance of Fidelity International Small Cap (retail class) of the fund compared favorably to its benchmark for all the periods shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 21% means that 79% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Fund

fid1572

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the periods shown in the performance charts above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Small Cap (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

Annual Report

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board also considered that although the fund is partially closed to new investors, it continues to incur investment management expenses, and marketing and distribution expenses related to the retention of existing shareholders and assets. The Board further noted that the fund may continue to realize benefits from the group fee structure, even though assets may not be expected to grow significantly at the fund level. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

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Company

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Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

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(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Mellon Bank

Pittsburgh, PA

AISCI-UANN-1208
1.793572.105

fid959

Fidelity®
International Small Cap Opportunities
Fund

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Managements' Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Life of fund A

International Small Cap Opportunities

-62.91%

-10.08%

A From August 2, 2005

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in International Small Cap Opportunities, a class of the fund, on August 2, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE®) Small Cap Index performed over the same period.


fid1588

Annual Report

Managements' Discussion of Fund Performance

Comments from Andrew Sassine, Portfolio Manager of Fidelity® International Small Cap Opportunities Fund during the period covered in this report

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year, the fund's Retail Class shares returned -62.91%, compared with -53.46% for the MSCI EAFE Small Cap Index. Stock selection in materials and consumer staples detracted from relative performance, as did weak results in financials and information technology. However, our holdings in the consumer discretionary sector aided the fund's performance. Security selection in Japan and Norway detracted, while underweightings in Greece, Denmark, Spain and Singapore helped. A cash position also aided returns. Babcock & Brown, an Australian global alternative asset manager, was hurt by the credit crisis. In materials, Papua New Guinea-based Lihir Gold also detracted from performance. Marine Harvest, a Norwegian salmon farmer, fell, as did Renovo Group, a U.K.-based biotechnology firm. Netherlands-based Gemalto, a secure personal devices manufacturer, buoyed performance, so did Chiquita Brands, a U.S. food products distributor. Rakuten, a Japanese Internet services company, rose as well. Many of the stocks I've mentioned were out-of-index holdings.

Note to shareholders: Jed Weiss will become Portfolio Manager on December 4, 2008.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 



Annualized Expense Ratio


Beginning
Account Value
May 1, 2008


Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to
October 31, 2008

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 457.50

$ 6.05

HypotheticalA

 

$ 1,000.00

$ 1,016.84

$ 8.36

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 456.90

$ 6.96

HypotheticalA

 

$ 1,000.00

$ 1,015.58

$ 9.63

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 455.00

$ 8.78

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 455.00

$ 8.78

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

International Small Cap Opportunities

1.44%

 

 

 

Actual

 

$ 1,000.00

$ 457.70

$ 5.28

HypotheticalA

 

$ 1,000.00

$ 1,017.90

$ 7.30

Institutional Class

1.40%

 

 

 

Actual

 

$ 1,000.00

$ 457.30

$ 5.13

HypotheticalA

 

$ 1,000.00

$ 1,018.10

$ 7.10

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 15.4%

fid910

United Kingdom 13.6%

fid912

China 9.2%

fid914

Netherlands 7.6%

fid916

Cayman Islands 7.5%

fid1003

United States of America 7.3%

fid918

Papua New Guinea 7.3%

fid920

Australia 6.4%

fid922

Germany 6.4%

fid926

Other 19.3%

fid1600

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

Japan 25.1%

fid910

United Kingdom 8.6%

fid912

Germany 7.3%

fid914

Netherlands 6.8%

fid916

United States of America 6.6%

fid1003

China 6.3%

fid918

Cayman Islands 5.9%

fid920

Norway 5.9%

fid922

Papua New Guinea 5.9%

fid926

Other 21.6%

fid1612

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.9

98.6

Short-Term Investments and Net Other Assets

1.1

1.4

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Lihir Gold Ltd. (Papua New Guinea, Metals & Mining)

7.3

5.9

Gemalto NV (Netherlands, Computers & Peripherals)

4.9

2.0

Himax Technologies, Inc. sponsored ADR (Cayman Islands, Semiconductors & Semiconductor Equipment)

4.2

3.9

Chiquita Brands International, Inc. (United States of America, Food Products)

4.1

2.4

BB BIOTECH AG (Switzerland, Biotechnology)

3.5

1.5

HannStar Display Corp. (Taiwan, Electronic Equipment & Components)

3.2

2.7

GEA Group AG (Germany, Machinery)

3.1

2.9

Focus Media Holding Ltd. ADR (China, Media)

2.8

1.3

EFG International (Switzerland, Capital Markets)

2.7

0.0

Autonomy Corp. PLC (United Kingdom, Software)

2.7

1.0

 

38.5

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

27.5

24.0

Industrials

21.5

27.8

Materials

11.3

11.0

Financials

10.5

9.7

Consumer Staples

10.6

14.1

Consumer Discretionary

9.5

5.8

Health Care

6.5

4.2

Energy

1.0

2.0

Utilities

0.5

0.0

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.9%

Shares

Value

Australia - 6.4%

Babcock & Brown Ltd. (d)

2,582,465

$ 2,255,477

Babcock & Brown Wind Partners

3,000,000

1,678,673

Downer EDI Ltd.

2,930,464

9,511,882

Newcrest Mining Ltd.

300,000

4,121,771

Silex Systems Ltd. (a)(d)

816,160

2,125,030

Sino Gold Mining Ltd. (a)

1,580,111

3,637,557

TOTAL AUSTRALIA

23,330,390

Austria - 0.6%

Andritz AG

79,996

2,278,136

Bermuda - 0.8%

Noble Group Ltd.

3,841,000

2,796,019

Cayman Islands - 7.5%

CNinsure, Inc. ADR (d)

409,600

3,579,904

Himax Technologies, Inc. sponsored ADR

8,253,009

15,433,127

LDK Solar Co. Ltd. sponsored ADR (a)(d)

451,300

8,195,608

TOTAL CAYMAN ISLANDS

27,208,639

China - 9.2%

BYD Co. Ltd. (H Shares)

3,229,500

5,488,922

China TechFaith Wireless Communication Technology Ltd. sponsored ADR (a)

1,801,341

1,603,193

Focus Media Holding Ltd. ADR (a)(d)

555,800

10,298,974

Global Bio-Chem Technology Group Co. Ltd.

50,703,300

7,066,410

Shanda Interactive Entertainment Ltd. sponsored ADR (a)(d)

325,000

8,986,250

TOTAL CHINA

33,443,749

Finland - 0.4%

KCI Konecranes Oyj

84,000

1,427,454

France - 1.5%

Nexans SA

46,874

2,673,689

Ubisoft Entertainment SA (a)

48,569

2,567,318

TOTAL FRANCE

5,241,007

Germany - 6.4%

Demag Cranes AG

50,000

973,188

GEA Group AG

762,600

11,144,590

Q-Cells AG (a)(d)

76,985

3,028,610

Symrise AG

200,000

2,484,241

Vossloh AG

70,000

5,408,318

TOTAL GERMANY

23,038,947

Common Stocks - continued

Shares

Value

Italy - 2.5%

Impregilo SpA (a)(d)

3,465,200

$ 9,140,729

Japan - 15.4%

CyberAgent, Inc. (d)

4,535

4,048,504

Elpida Memory, Inc. (a)(d)

916,000

4,883,226

Hikari Tsushin, Inc.

150,000

2,238,431

Ichiyoshi Securities Co. Ltd. (d)

661,400

5,295,950

JAFCO Co. Ltd.

124,600

3,353,738

Pal Co. Ltd. (d)

31,850

208,861

Promise Co. Ltd. (d)

291,550

5,232,814

Rakuten, Inc. (d)

18,475

9,158,294

SBI Holdings, Inc.

52,751

6,329,841

Sugi Holdings Co. Ltd. (d)

300,200

7,219,003

Sumco Corp.

599,860

6,495,569

Trend Micro, Inc.

60,000

1,467,708

TOTAL JAPAN

55,931,939

Netherlands - 7.6%

AMG Advanced Metallurgical Group NV (a)(d)

265,578

4,298,941

Gemalto NV (a)

632,600

17,723,725

Nutreco Holding NV

24,658

786,186

QIAGEN NV (a)

332,200

4,737,172

TOTAL NETHERLANDS

27,546,024

Norway - 3.7%

Marine Harvest ASA (a)(d)

35,659,000

5,759,837

Petroleum Geo-Services ASA (a)

495,500

2,467,297

Pronova BioPharma ASA

1,000,000

2,597,902

Renewable Energy Corp. AS (a)(d)

277,700

2,620,054

TOTAL NORWAY

13,445,090

Papua New Guinea - 7.3%

Lihir Gold Ltd. (a)

14,300,867

17,834,905

Lihir Gold Ltd. sponsored ADR (a)(d)

662,200

8,462,916

TOTAL PAPUA NEW GUINEA

26,297,821

Spain - 0.4%

Prosegur Comp Securidad SA (Reg.)

50,000

1,420,475

Switzerland - 6.2%

BB BIOTECH AG (d)

196,970

12,489,540

EFG International

457,120

9,838,583

TOTAL SWITZERLAND

22,328,123

Common Stocks - continued

Shares

Value

Taiwan - 3.2%

HannStar Display Corp.

63,362,704

$ 11,525,731

United Kingdom - 13.6%

ARM Holdings PLC sponsored ADR (d)

1,848,700

8,725,864

Autonomy Corp. PLC (a)

616,700

9,776,980

BlueBay Asset Management (d)

808,100

2,624,170

easyJet PLC (a)

1,800,000

8,978,340

Informa PLC

1,221,200

4,136,877

Invensys PLC (a)

3,190,900

8,000,531

Max Petroleum PLC (a)

4,500,000

972,624

Premier Foods PLC

5,899,300

2,615,460

Renovo Group PLC (a)

8,702,203

3,553,008

TOTAL UNITED KINGDOM

49,383,854

United States of America - 6.2%

AGCO Corp. (a)

92,700

2,921,904

Chiquita Brands International, Inc. (a)(d)

1,087,400

14,843,010

Virgin Media, Inc. (d)

800,000

4,608,000

TOTAL UNITED STATES OF AMERICA

22,372,914

TOTAL COMMON STOCKS

(Cost $669,718,098)

358,157,041

Money Market Funds - 22.1%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

4,789,854

4,789,854

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

75,262,022

75,262,022

TOTAL MONEY MARKET FUNDS

(Cost $80,051,876)

80,051,876

TOTAL INVESTMENT PORTFOLIO - 121.0%

(Cost $749,769,974)

438,208,917

NET OTHER ASSETS - (21.0)%

(76,011,757)

NET ASSETS - 100%

$ 362,197,160

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 465,321

Fidelity Securities Lending Cash Central Fund

3,820,634

Total

$ 4,285,955

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend Income

Value,
end of
period

First Tractor Co. Ltd. (H Shares)

$ 11,999,397

$ -

$ 5,122,915

$ 68,411

$ -

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $146,419,794 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $70,265,441) - See accompanying schedule:

Unaffiliated issuers (cost $669,718,098)

$ 358,157,041

 

Fidelity Central Funds (cost $80,051,876)

80,051,876

 

Total Investments (cost $749,769,974)

 

$ 438,208,917

Foreign currency held at value (cost $160)

152

Receivable for investments sold

1,858,770

Receivable for fund shares sold

587,971

Dividends receivable

485,964

Distributions receivable from Fidelity Central Funds

188,423

Receivable from investment adviser for expense reductions

15,082

Other receivables

72,137

Total assets

441,417,416

 

 

 

Liabilities

Payable for investments purchased

$ 2,718,402

Payable for fund shares redeemed

702,790

Accrued management fee

249,739

Distribution fees payable

21,117

Other affiliated payables

174,594

Other payables and accrued expenses

91,592

Collateral on securities loaned, at value

75,262,022

Total liabilities

79,220,256

 

 

 

Net Assets

$ 362,197,160

Net Assets consist of:

 

Paid in capital

$ 834,317,445

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(160,554,996)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(311,565,289)

Net Assets

$ 362,197,160

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($17,905,406 ÷ 2,871,641 shares)

$ 6.24

 

 

 

Maximum offering price per share (100/94.25 of $6.24)

$ 6.62

Class T:
Net Asset Value
and redemption price per share ($11,614,253 ÷ 1,874,345 shares)

$ 6.20

 

 

 

Maximum offering price per share (100/96.50 of $6.20)

$ 6.42

Class B:
Net Asset Value
and offering price per share ($2,687,045 ÷ 438,825 shares)A

$ 6.12

 

 

 

Class C:
Net Asset Value
and offering price per share ($9,496,686 ÷ 1,553,173 shares)A

$ 6.11

 

 

 

 

 

 

International Small Cap Opportunities:
Net Asset Value
, offering price and redemption price per share ($312,376,291 ÷ 49,754,757 shares)

$ 6.28

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,117,479 ÷ 1,294,002 shares)

$ 6.27

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends (including $68,411 earned from other affiliated issuers)

 

$ 14,002,599

Interest

 

2,082

Income from Fidelity Central Funds (including $3,820,634 from security lending)

 

4,285,955

 

 

18,290,636

Less foreign taxes withheld

 

(1,290,068)

Total income

 

17,000,568

 

 

 

Expenses

Management fee
Basic fee

$ 8,348,490

Performance adjustment

2,000,573

Transfer agent fees

2,467,216

Distribution fees

580,404

Accounting and security lending fees

491,904

Custodian fees and expenses

216,963

Independent trustees' compensation

4,564

Registration fees

94,266

Audit

67,068

Legal

6,317

Interest

39,161

Miscellaneous

211,922

Total expenses before reductions

14,528,848

Expense reductions

(430,556)

14,098,292

Net investment income (loss)

2,902,276

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(153,629,459)

Other affiliated issuers

(3,139,491)

 

Foreign currency transactions

78,947

Total net realized gain (loss)

 

(156,690,003)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(647,254,659)

Assets and liabilities in foreign currencies

55,716

Total change in net unrealized appreciation (depreciation)

 

(647,198,943)

Net gain (loss)

(803,888,946)

Net increase (decrease) in net assets resulting from operations

$ (800,986,670)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,902,276

$ 5,724,841

Net realized gain (loss)

(156,690,003)

184,590,119

Change in net unrealized appreciation (depreciation)

(647,198,943)

219,203,434

Net increase (decrease) in net assets resulting
from operations

(800,986,670)

409,518,394

Distributions to shareholders from net investment income

(4,817,372)

-

Distributions to shareholders from net realized gain

(154,491,933)

-

Total distributions

(159,309,305)

-

Share transactions - net increase (decrease)

(308,489,372)

127,196,896

Redemption fees

307,719

783,954

Total increase (decrease) in net assets

(1,268,477,628)

537,499,244

 

 

 

Net Assets

Beginning of period

1,630,674,788

1,093,175,544

End of period (including undistributed net investment income of $0 and undistributed net investment income of $5,724,841, respectively)

$ 362,197,160

$ 1,630,674,788

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.97

$ 14.18

$ 10.41

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .02

  .02

  - J

  - J

Net realized and unrealized gain (loss)

  (10.85)

  4.76

  3.74

  .40

Total from investment operations

  (10.83)

  4.78

  3.74

  .40

Distributions from net investment income

  (.03)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - J

  -

Total distributions

  (1.90) K

  -

  - J

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.24

$ 18.97

$ 14.18

$ 10.41

Total Return B, C, D

  (62.98)%

  33.78%

  36.25%

  4.10%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.75%

  1.63%

  1.63%

  2.67% A

Expenses net of fee waivers, if any

  1.66%

  1.63%

  1.63%

  1.65% A

Expenses net of all reductions

  1.62%

  1.59%

  1.51%

  1.54% A

Net investment income (loss)

  .13%

  .10%

  .02%

  (.09)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 17,905

$ 70,785

$ 35,674

$ 5,533

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.903 per share is comprised of distributions from net investment income of $.025 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.85

$ 14.12

$ 10.38

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.02)

  (.02)

  (.03)

  (.01)

Net realized and unrealized gain (loss)

  (10.78)

  4.74

  3.74

  .38

Total from investment operations

  (10.80)

  4.72

  3.71

  .37

Distributions from net realized gain

  (1.85) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.20

$ 18.85

$ 14.12

$ 10.38

Total Return B, C, D

  (63.08)%

  33.50%

  36.03%

  3.80%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.00%

  1.85%

  1.85%

  2.92% A

Expenses net of fee waivers, if any

  1.91%

  1.85%

  1.85%

  1.90% A

Expenses net of all reductions

  1.87%

  1.81%

  1.74%

  1.78% A

Net investment income (loss)

  (.12)%

  (.13)%

  (.20)%

  (.33)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 11,614

$ 46,568

$ 28,309

$ 2,704

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.852 per share is comprised of distributions from net realized gain of $1.852 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.64

$ 14.04

$ 10.37

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.08)

  (.11)

  (.10)

  (.02)

Net realized and unrealized gain (loss)

  (10.68)

  4.70

  3.74

  .38

Total from investment operations

  (10.76)

  4.59

  3.64

  .36

Distributions from net realized gain

  (1.76) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.12

$ 18.64

$ 14.04

$ 10.37

Total Return B, C, D

  (63.32)%

  32.76%

  35.39%

  3.70%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.51%

  2.40%

  2.45%

  3.43% A

Expenses net of fee waivers, if any

  2.41%

  2.40%

  2.41%

  2.40% A

Expenses net of all reductions

  2.38%

  2.36%

  2.30%

  2.27% A

Net investment income (loss)

  (.62)%

  (.67)%

  (.76)%

  (.82)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,687

$ 10,975

$ 7,709

$ 1,705

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.760 per share is comprised of distributions from net realized gain of $1.760 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.63

$ 14.03

$ 10.37

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.08)

  (.11)

  (.10)

  (.02)

Net realized and unrealized gain (loss)

  (10.66)

  4.70

  3.73

  .38

Total from investment operations

  (10.74)

  4.59

  3.63

  .36

Distributions from net realized gain

  (1.78) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.11

$ 18.63

$ 14.03

$ 10.37

Total Return B, C, D

  (63.32)%

  32.79%

  35.29%

  3.70%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.51%

  2.38%

  2.38%

  3.32% A

Expenses net of fee waivers, if any

  2.41%

  2.38%

  2.38%

  2.40% A

Expenses net of all reductions

  2.38%

  2.34%

  2.27%

  2.29% A

Net investment income (loss)

  (.62)%

  (.66)%

  (.73)%

  (.84)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 9,497

$ 40,894

$ 26,320

$ 3,317

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.775 per share is comprised of distributions from net realized gain of $1.775 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap Opportunities

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 19.09

$ 14.23

$ 10.40

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .05

  .07

  .05

  - I

Net realized and unrealized gain (loss)

  (10.92)

  4.78

  3.75

  .39

Total from investment operations

  (10.87)

  4.85

  3.80

  .39

Distributions from net investment income

  (.06)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - I

  -

Total distributions

  (1.94) J

  -

  - I

  -

Redemption fees added to paid in capital D

  - I

  .01

  .03

  .01

Net asset value, end of period

$ 6.28

$ 19.09

$ 14.23

$ 10.40

Total Return B, C

  (62.91)%

  34.15%

  36.86%

  4.00%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  1.44%

  1.30%

  1.28%

  2.25% A

Expenses net of fee waivers, if any

  1.44%

  1.30%

  1.28%

  1.40% A

Expenses net of all reductions

  1.40%

  1.25%

  1.16%

  1.31% A

Net investment income (loss)

  .36%

  .43%

  .37%

  .14% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 312,376

$ 1,433,844

$ 981,210

$ 197,349

Portfolio turnover rate F

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period August 2, 2005 (commencement of operations) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Total distributions of $1.942 per share is comprised of distributions from net investment income of $.064 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 19.09

$ 14.22

$ 10.40

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .05

  .08

  .05

  - I

Net realized and unrealized gain (loss)

  (10.92)

  4.78

  3.74

  .39

Total from investment operations

  (10.87)

  4.86

  3.79

  .39

Distributions from net investment income

  (.07)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - I

  -

Total distributions

  (1.95) J

  -

  - I

  -

Redemption fees added to paid in capital D

  - I

  .01

  .03

  .01

Net asset value, end of period

$ 6.27

$ 19.09

$ 14.22

$ 10.40

Total Return B, C

  (62.95)%

  34.25%

  36.77%

  4.00%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  1.40%

  1.29%

  1.25%

  2.25% A

Expenses net of fee waivers, if any

  1.40%

  1.29%

  1.25%

  1.40% A

Expenses net of all reductions

  1.37%

  1.25%

  1.14%

  1.29% A

Net investment income (loss)

  .39%

  .44%

  .40%

  .16% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,117

$ 27,609

$ 13,954

$ 2,849

Portfolio turnover rate F

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period August 2, 2005 (commencement of operations) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Total distributions of $1.952 per share is comprised of distributions from net investment income of $.074 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Small Cap Opportunities Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Small Cap Opportunities, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results

Annual Report

3. Significant Accounting Policies - continued

could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), certain foreign taxes, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 7,261,219

Unrealized depreciation

(332,961,765)

Net unrealized appreciation (depreciation)

(325,700,546)

Capital loss carryforward

(146,419,794)

 

 

Cost for federal income tax purposes

$ 763,909,463

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 16,665,902

$ -

Long-term Capital Gains

142,643,403

-

Total

$ 159,309,305

$ -

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

(including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $594,537,624 and $981,461,622, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Small Cap Opportunities as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.07% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 113,686

$ 9,692

Class T

.25%

.25%

142,986

2,758

Class B

.75%

.25%

68,222

51,535

Class C

.75%

.25%

255,510

47,663

 

 

 

$ 580,404

$ 111,648

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 19,917

Class T

6,001

Class B*

29,903

Class C*

4,501

 

$ 60,322

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR was the transfer agent for International Small Cap Opportunities shares. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 140,073

.31

Class T

88,875

.31

Class B

21,153

.31

Class C

79,086

.31

International Small Cap Opportunities

2,100,743

.25

Institutional Class

37,286

.22

 

$ 2,467,216

 

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6,205 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily Loan
Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 6,424,452

3.28%

$ 36,307

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,080 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

Annual Report

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $8,838,667. The weighted average interest rate was 3.87%. The interest expense amounted to $2,854 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

 

 

 

Class A

1.65%

$ 40,541

Class T

1.90%

26,563

Class B

2.40%

6,483

Class C

2.40%

24,403

 

 

$ 97,990

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $329,425 for the period. In addition, through arrangements with each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses.

During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Small Cap Opportunities

$ 3,141

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 91,280

$ -

International Small Cap Opportunities

4,620,425

-

Institutional Class

105,667

-

Total

$ 4,817,372

$ -

From net realized gain

 

 

Class A

$ 6,856,940

$ -

Class T

4,515,065

-

Class B

1,019,225

-

Class C

3,838,511

-

International Small Cap Opportunities

135,580,534

-

Institutional Class

2,681,658

-

Total

$ 154,491,933

$ -

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

828,854

2,107,892

$ 10,916,918

$ 35,531,826

Reinvestment of distributions

416,175

-

6,313,370

-

Shares redeemed

(2,104,322)

(892,381)

(25,609,420)

(14,908,147)

Net increase (decrease)

(859,293)

1,215,511

$ (8,379,132)

$ 20,623,679

Class T

 

 

 

 

Shares sold

298,437

1,311,252

$ 3,745,246

$ 21,607,239

Reinvestment of distributions

288,615

-

4,360,975

-

Shares redeemed

(1,182,864)

(845,477)

(14,814,150)

(14,215,111)

Net increase (decrease)

(595,812)

465,775

$ (6,707,929)

$ 7,392,128

Annual Report

13. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class B

 

 

 

 

Shares sold

67,210

286,293

$ 882,196

$ 4,653,400

Reinvestment of distributions

61,167

-

917,505

-

Shares redeemed

(278,427)

(246,522)

(3,422,675)

(4,027,585)

Net increase (decrease)

(150,050)

39,771

$ (1,622,974)

$ 625,815

Class C

 

 

 

 

Shares sold

393,320

888,414

$ 4,565,906

$ 14,698,282

Reinvestment of distributions

216,879

-

3,248,846

-

Shares redeemed

(1,252,106)

(569,219)

(14,199,211)

(9,379,169)

Net increase (decrease)

(641,907)

319,195

$ (6,384,459)

$ 5,319,113

International Small Cap Opportunities

 

 

 

 

Shares sold

10,644,155

48,402,736

$ 141,713,979

$ 800,622,633

Reinvestment of distributions

8,363,264

-

127,539,782

-

Shares redeemed

(44,345,885)

(42,286,931)

(553,799,561)

(715,447,148)

Net increase (decrease)

(25,338,466)

6,115,805

$ (284,545,800)

$ 85,175,485

Institutional Class

 

 

 

 

Shares sold

915,939

903,141

$ 11,419,413

$ 15,436,027

Reinvestment of distributions

149,148

-

2,273,017

-

Shares redeemed

(1,217,529)

(437,882)

(14,541,508)

(7,375,351)

Net increase (decrease)

(152,442)

465,259

$ (849,078)

$ 8,060,676

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Opportunities Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Opportunities Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for the three years in the period then ended and for the period from August 2, 2005 (commencement of operations) to October 31, 2005. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Opportunities Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the three years in the period then ended and for the period from August 2, 2005 (commencement of operations) to October 31, 2005, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-800-544-8544.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).]

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of the Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Bruce T. Herring (43)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds.

Thomas C. Hense (44)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

The Fund designates 82% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

International Small Cap Opportunities Fund

12/10/07

$0.172

$0.0219

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Opportunities Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2007, the total returns of Institutional Class (Class I) and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Opportunities Fund

fid1614

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the third quartile for the period shown. The Board also stated that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 21% means that 79% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Opportunities Fund

fid1616

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Small Cap Opportunities (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Managing Your Investments

Fidelity offers several ways to conveniently manage your personal investments via your telephone or PC. You can access your account information, conduct trades and research your investments 24 hours a day.

By Phone

Fidelity Automated Service Telephone provides a single toll-free number to access account balances, positions, quotes and trading. It's easy to navigate the service, and on your first call, the system will help you create a personal identification number (PIN) for security.

(phone_graphic)

Fidelity Automated
Service Telephone (FAST
®)
1-800-544-5555

Press

fid290For mutual fund and brokerage trading.

fid292For quotes.*

fid294For account balances and holdings.

fid296To review orders and mutual
fund activity.

fid298To change your PIN.

fid300fid302To speak to a Fidelity representative.

By PC

Fidelity's web site on the Internet provides a wide range of information, including daily financial news, fund performance, interactive planning tools and news about Fidelity products and services.

(computer_graphic)

Fidelity's Web Site
www.fidelity.com

* When you call the quotes line, please remember that a fund's yield and return will vary and, except for money market funds, share price will also vary. This means that you may have a gain or loss when you sell your shares. There is no assurance that money market funds will be able to maintain a stable $1 share price; an investment in a money market fund is not insured or guaranteed by the U.S. government. Total returns are historical and include changes in share price, reinvestment of dividends and capital gains, and the effects of any sales charges.

Annual Report

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Boston, MA

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(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

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(U.K.) Inc.

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FIL Investment Advisors (U.K.) Ltd.

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Boston, MA

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Boston, MA

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Chicago, IL

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and Account Assistance 1-800-544-6666

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fid235 Automated line for quickest service

ILS-UANN-1208
1.815061.104

fid306

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Small Cap Opportunities
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2008

Class A, Class T, Class B
and Class C are classes of
Fidelity® International
Small Cap Opportunities Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Managements' Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Life of
fund
A

Class A (incl. 5.75% sales charge)

-65.11%

-11.92%

Class T (incl. 3.50% sales charge)

-64.37%

-11.53%

Class B (incl. contingent deferred sales charge) B

-64.96%

-11.78%

Class C (incl. contingent deferred sales charge) C

-63.65%

-11.06%

A From August 2, 2005.

B Class B shares' contingent deferred sales charges included in the past one year and life of fund total return figures are 5% and 3%, respectively.

C Class C shares' contingent deferred sales charge included in the past one year and life of fund total return figures are 1% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Small Cap Opportunities Fund - Class A on August 2, 2005, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE® ) Small Cap Index performed over the same period.


fid1641

In prior years, the performance from year to year was represented by the performance of Class T. Going forward, the fund's performance will be represented by Class A for consistency with other fund materials.

Annual Report

Managements' Discussion of Fund Performance

Comments from Andrew Sassine, Portfolio Manager of Fidelity Advisor International Small Cap Opportunities Fund during the period covered in this report

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year, the fund's Class A, Class T, Class B and Class C shares returned -62.98%, -63.08%, -63.32% and -63.32%, respectively (excluding sales charges), compared with -53.46% for the MSCI EAFE Small Cap Index. Stock selection in materials and consumer staples detracted from relative performance, as did weak results in financials and information technology. However, our holdings in the consumer discretionary sector aided the fund's performance. Security selection in Japan and Norway detracted, while underweightings in Greece, Denmark, Spain and Singapore helped. A cash position also aided returns. Babcock & Brown, an Australian global alternative asset manager, was hurt by the credit crisis. In materials, Papua New Guinea-based Lihir Gold also detracted from performance. Marine Harvest, a Norwegian salmon farmer, fell, as did Renovo Group, a U.K.-based biotechnology firm. Netherlands-based Gemalto, a secure personal devices manufacturer, buoyed performance, so did Chiquita Brands, a U.S. food products distributor. Rakuten, a Japanese Internet services company, also rose. Many of the stocks I've mentioned were out-of-index holdings.

Note to shareholders: Jed Weiss will become Portfolio Manager on December 4, 2008.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 



Annualized Expense Ratio


Beginning
Account Value
May 1, 2008


Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to
October 31, 2008

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 457.50

$ 6.05

HypotheticalA

 

$ 1,000.00

$ 1,016.84

$ 8.36

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 456.90

$ 6.96

HypotheticalA

 

$ 1,000.00

$ 1,015.58

$ 9.63

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 455.00

$ 8.78

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 455.00

$ 8.78

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

International Small Cap Opportunities

1.44%

 

 

 

Actual

 

$ 1,000.00

$ 457.70

$ 5.28

HypotheticalA

 

$ 1,000.00

$ 1,017.90

$ 7.30

Institutional Class

1.40%

 

 

 

Actual

 

$ 1,000.00

$ 457.30

$ 5.13

HypotheticalA

 

$ 1,000.00

$ 1,018.10

$ 7.10

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 15.4%

fid910

United Kingdom 13.6%

fid912

China 9.2%

fid914

Netherlands 7.6%

fid916

Cayman Islands 7.5%

fid1003

United States of America 7.3%

fid918

Papua New Guinea 7.3%

fid920

Australia 6.4%

fid922

Germany 6.4%

fid926

Other 19.3%

fid1653

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

Japan 25.1%

fid910

United Kingdom 8.6%

fid912

Germany 7.3%

fid914

Netherlands 6.8%

fid916

United States of America 6.6%

fid1003

China 6.3%

fid918

Cayman Islands 5.9%

fid920

Norway 5.9%

fid922

Papua New Guinea 5.9%

fid926

Other 21.6%

fid928

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.9

98.6

Short-Term Investments and Net Other Assets

1.1

1.4

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Lihir Gold Ltd. (Papua New Guinea, Metals & Mining)

7.3

5.9

Gemalto NV (Netherlands, Computers & Peripherals)

4.9

2.0

Himax Technologies, Inc. sponsored ADR (Cayman Islands, Semiconductors & Semiconductor Equipment)

4.2

3.9

Chiquita Brands International, Inc. (United States of America, Food Products)

4.1

2.4

BB BIOTECH AG (Switzerland, Biotechnology)

3.5

1.5

HannStar Display Corp. (Taiwan, Electronic Equipment & Components)

3.2

2.7

GEA Group AG (Germany, Machinery)

3.1

2.9

Focus Media Holding Ltd. ADR (China, Media)

2.8

1.3

EFG International (Switzerland, Capital Markets)

2.7

0.0

Autonomy Corp. PLC (United Kingdom, Software)

2.7

1.0

 

38.5

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

27.5

24.0

Industrials

21.5

27.8

Materials

11.3

11.0

Financials

10.5

9.7

Consumer Staples

10.6

14.1

Consumer Discretionary

9.5

5.8

Health Care

6.5

4.2

Energy

1.0

2.0

Utilities

0.5

0.0

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.9%

Shares

Value

Australia - 6.4%

Babcock & Brown Ltd. (d)

2,582,465

$ 2,255,477

Babcock & Brown Wind Partners

3,000,000

1,678,673

Downer EDI Ltd.

2,930,464

9,511,882

Newcrest Mining Ltd.

300,000

4,121,771

Silex Systems Ltd. (a)(d)

816,160

2,125,030

Sino Gold Mining Ltd. (a)

1,580,111

3,637,557

TOTAL AUSTRALIA

23,330,390

Austria - 0.6%

Andritz AG

79,996

2,278,136

Bermuda - 0.8%

Noble Group Ltd.

3,841,000

2,796,019

Cayman Islands - 7.5%

CNinsure, Inc. ADR (d)

409,600

3,579,904

Himax Technologies, Inc. sponsored ADR

8,253,009

15,433,127

LDK Solar Co. Ltd. sponsored ADR (a)(d)

451,300

8,195,608

TOTAL CAYMAN ISLANDS

27,208,639

China - 9.2%

BYD Co. Ltd. (H Shares)

3,229,500

5,488,922

China TechFaith Wireless Communication Technology Ltd. sponsored ADR (a)

1,801,341

1,603,193

Focus Media Holding Ltd. ADR (a)(d)

555,800

10,298,974

Global Bio-Chem Technology Group Co. Ltd.

50,703,300

7,066,410

Shanda Interactive Entertainment Ltd. sponsored ADR (a)(d)

325,000

8,986,250

TOTAL CHINA

33,443,749

Finland - 0.4%

KCI Konecranes Oyj

84,000

1,427,454

France - 1.5%

Nexans SA

46,874

2,673,689

Ubisoft Entertainment SA (a)

48,569

2,567,318

TOTAL FRANCE

5,241,007

Germany - 6.4%

Demag Cranes AG

50,000

973,188

GEA Group AG

762,600

11,144,590

Q-Cells AG (a)(d)

76,985

3,028,610

Symrise AG

200,000

2,484,241

Vossloh AG

70,000

5,408,318

TOTAL GERMANY

23,038,947

Common Stocks - continued

Shares

Value

Italy - 2.5%

Impregilo SpA (a)(d)

3,465,200

$ 9,140,729

Japan - 15.4%

CyberAgent, Inc. (d)

4,535

4,048,504

Elpida Memory, Inc. (a)(d)

916,000

4,883,226

Hikari Tsushin, Inc.

150,000

2,238,431

Ichiyoshi Securities Co. Ltd. (d)

661,400

5,295,950

JAFCO Co. Ltd.

124,600

3,353,738

Pal Co. Ltd. (d)

31,850

208,861

Promise Co. Ltd. (d)

291,550

5,232,814

Rakuten, Inc. (d)

18,475

9,158,294

SBI Holdings, Inc.

52,751

6,329,841

Sugi Holdings Co. Ltd. (d)

300,200

7,219,003

Sumco Corp.

599,860

6,495,569

Trend Micro, Inc.

60,000

1,467,708

TOTAL JAPAN

55,931,939

Netherlands - 7.6%

AMG Advanced Metallurgical Group NV (a)(d)

265,578

4,298,941

Gemalto NV (a)

632,600

17,723,725

Nutreco Holding NV

24,658

786,186

QIAGEN NV (a)

332,200

4,737,172

TOTAL NETHERLANDS

27,546,024

Norway - 3.7%

Marine Harvest ASA (a)(d)

35,659,000

5,759,837

Petroleum Geo-Services ASA (a)

495,500

2,467,297

Pronova BioPharma ASA

1,000,000

2,597,902

Renewable Energy Corp. AS (a)(d)

277,700

2,620,054

TOTAL NORWAY

13,445,090

Papua New Guinea - 7.3%

Lihir Gold Ltd. (a)

14,300,867

17,834,905

Lihir Gold Ltd. sponsored ADR (a)(d)

662,200

8,462,916

TOTAL PAPUA NEW GUINEA

26,297,821

Spain - 0.4%

Prosegur Comp Securidad SA (Reg.)

50,000

1,420,475

Switzerland - 6.2%

BB BIOTECH AG (d)

196,970

12,489,540

EFG International

457,120

9,838,583

TOTAL SWITZERLAND

22,328,123

Common Stocks - continued

Shares

Value

Taiwan - 3.2%

HannStar Display Corp.

63,362,704

$ 11,525,731

United Kingdom - 13.6%

ARM Holdings PLC sponsored ADR (d)

1,848,700

8,725,864

Autonomy Corp. PLC (a)

616,700

9,776,980

BlueBay Asset Management (d)

808,100

2,624,170

easyJet PLC (a)

1,800,000

8,978,340

Informa PLC

1,221,200

4,136,877

Invensys PLC (a)

3,190,900

8,000,531

Max Petroleum PLC (a)

4,500,000

972,624

Premier Foods PLC

5,899,300

2,615,460

Renovo Group PLC (a)

8,702,203

3,553,008

TOTAL UNITED KINGDOM

49,383,854

United States of America - 6.2%

AGCO Corp. (a)

92,700

2,921,904

Chiquita Brands International, Inc. (a)(d)

1,087,400

14,843,010

Virgin Media, Inc. (d)

800,000

4,608,000

TOTAL UNITED STATES OF AMERICA

22,372,914

TOTAL COMMON STOCKS

(Cost $669,718,098)

358,157,041

Money Market Funds - 22.1%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

4,789,854

4,789,854

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

75,262,022

75,262,022

TOTAL MONEY MARKET FUNDS

(Cost $80,051,876)

80,051,876

TOTAL INVESTMENT PORTFOLIO - 121.0%

(Cost $749,769,974)

438,208,917

NET OTHER ASSETS - (21.0)%

(76,011,757)

NET ASSETS - 100%

$ 362,197,160

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 465,321

Fidelity Securities Lending Cash Central Fund

3,820,634

Total

$ 4,285,955

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend Income

Value,
end of
period

First Tractor Co. Ltd. (H Shares)

$ 11,999,397

$ -

$ 5,122,915

$ 68,411

$ -

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $146,419,794 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $70,265,441) - See accompanying schedule:

Unaffiliated issuers (cost $669,718,098)

$ 358,157,041

 

Fidelity Central Funds (cost $80,051,876)

80,051,876

 

Total Investments (cost $749,769,974)

 

$ 438,208,917

Foreign currency held at value (cost $160)

152

Receivable for investments sold

1,858,770

Receivable for fund shares sold

587,971

Dividends receivable

485,964

Distributions receivable from Fidelity Central Funds

188,423

Receivable from investment adviser for expense reductions

15,082

Other receivables

72,137

Total assets

441,417,416

 

 

 

Liabilities

Payable for investments purchased

$ 2,718,402

Payable for fund shares redeemed

702,790

Accrued management fee

249,739

Distribution fees payable

21,117

Other affiliated payables

174,594

Other payables and accrued expenses

91,592

Collateral on securities loaned, at value

75,262,022

Total liabilities

79,220,256

 

 

 

Net Assets

$ 362,197,160

Net Assets consist of:

 

Paid in capital

$ 834,317,445

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(160,554,996)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(311,565,289)

Net Assets

$ 362,197,160

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($17,905,406 ÷ 2,871,641 shares)

$ 6.24

 

 

 

Maximum offering price per share (100/94.25 of $6.24)

$ 6.62

Class T:
Net Asset Value
and redemption price per share ($11,614,253 ÷ 1,874,345 shares)

$ 6.20

 

 

 

Maximum offering price per share (100/96.50 of $6.20)

$ 6.42

Class B:
Net Asset Value
and offering price per share ($2,687,045 ÷ 438,825 shares)A

$ 6.12

 

 

 

Class C:
Net Asset Value
and offering price per share ($9,496,686 ÷ 1,553,173 shares)A

$ 6.11

 

 

 

 

 

 

International Small Cap Opportunities:
Net Asset Value
, offering price and redemption price per share ($312,376,291 ÷ 49,754,757 shares)

$ 6.28

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,117,479 ÷ 1,294,002 shares)

$ 6.27

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends (including $68,411 earned from other affiliated issuers)

 

$ 14,002,599

Interest

 

2,082

Income from Fidelity Central Funds (including $3,820,634 from security lending)

 

4,285,955

 

 

18,290,636

Less foreign taxes withheld

 

(1,290,068)

Total income

 

17,000,568

 

 

 

Expenses

Management fee
Basic fee

$ 8,348,490

Performance adjustment

2,000,573

Transfer agent fees

2,467,216

Distribution fees

580,404

Accounting and security lending fees

491,904

Custodian fees and expenses

216,963

Independent trustees' compensation

4,564

Registration fees

94,266

Audit

67,068

Legal

6,317

Interest

39,161

Miscellaneous

211,922

Total expenses before reductions

14,528,848

Expense reductions

(430,556)

14,098,292

Net investment income (loss)

2,902,276

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(153,629,459)

Other affiliated issuers

(3,139,491)

 

Foreign currency transactions

78,947

Total net realized gain (loss)

 

(156,690,003)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(647,254,659)

Assets and liabilities in foreign currencies

55,716

Total change in net unrealized appreciation (depreciation)

 

(647,198,943)

Net gain (loss)

(803,888,946)

Net increase (decrease) in net assets resulting from operations

$ (800,986,670)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,902,276

$ 5,724,841

Net realized gain (loss)

(156,690,003)

184,590,119

Change in net unrealized appreciation (depreciation)

(647,198,943)

219,203,434

Net increase (decrease) in net assets resulting
from operations

(800,986,670)

409,518,394

Distributions to shareholders from net investment income

(4,817,372)

-

Distributions to shareholders from net realized gain

(154,491,933)

-

Total distributions

(159,309,305)

-

Share transactions - net increase (decrease)

(308,489,372)

127,196,896

Redemption fees

307,719

783,954

Total increase (decrease) in net assets

(1,268,477,628)

537,499,244

 

 

 

Net Assets

Beginning of period

1,630,674,788

1,093,175,544

End of period (including undistributed net investment income of $0 and undistributed net investment income of $5,724,841, respectively)

$ 362,197,160

$ 1,630,674,788

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.97

$ 14.18

$ 10.41

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .02

  .02

  - J

  - J

Net realized and unrealized gain (loss)

  (10.85)

  4.76

  3.74

  .40

Total from investment operations

  (10.83)

  4.78

  3.74

  .40

Distributions from net investment income

  (.03)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - J

  -

Total distributions

  (1.90) K

  -

  - J

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.24

$ 18.97

$ 14.18

$ 10.41

Total Return B, C, D

  (62.98)%

  33.78%

  36.25%

  4.10%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.75%

  1.63%

  1.63%

  2.67% A

Expenses net of fee waivers, if any

  1.66%

  1.63%

  1.63%

  1.65% A

Expenses net of all reductions

  1.62%

  1.59%

  1.51%

  1.54% A

Net investment income (loss)

  .13%

  .10%

  .02%

  (.09)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 17,905

$ 70,785

$ 35,674

$ 5,533

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.903 per share is comprised of distributions from net investment income of $.025 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.85

$ 14.12

$ 10.38

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.02)

  (.02)

  (.03)

  (.01)

Net realized and unrealized gain (loss)

  (10.78)

  4.74

  3.74

  .38

Total from investment operations

  (10.80)

  4.72

  3.71

  .37

Distributions from net realized gain

  (1.85) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.20

$ 18.85

$ 14.12

$ 10.38

Total Return B, C, D

  (63.08)%

  33.50%

  36.03%

  3.80%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.00%

  1.85%

  1.85%

  2.92% A

Expenses net of fee waivers, if any

  1.91%

  1.85%

  1.85%

  1.90% A

Expenses net of all reductions

  1.87%

  1.81%

  1.74%

  1.78% A

Net investment income (loss)

  (.12)%

  (.13)%

  (.20)%

  (.33)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 11,614

$ 46,568

$ 28,309

$ 2,704

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.852 per share is comprised of distributions from net realized gain of $1.852 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.64

$ 14.04

$ 10.37

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.08)

  (.11)

  (.10)

  (.02)

Net realized and unrealized gain (loss)

  (10.68)

  4.70

  3.74

  .38

Total from investment operations

  (10.76)

  4.59

  3.64

  .36

Distributions from net realized gain

  (1.76) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.12

$ 18.64

$ 14.04

$ 10.37

Total Return B, C, D

  (63.32)%

  32.76%

  35.39%

  3.70%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.51%

  2.40%

  2.45%

  3.43% A

Expenses net of fee waivers, if any

  2.41%

  2.40%

  2.41%

  2.40% A

Expenses net of all reductions

  2.38%

  2.36%

  2.30%

  2.27% A

Net investment income (loss)

  (.62)%

  (.67)%

  (.76)%

  (.82)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,687

$ 10,975

$ 7,709

$ 1,705

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.760 per share is comprised of distributions from net realized gain of $1.760 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.63

$ 14.03

$ 10.37

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.08)

  (.11)

  (.10)

  (.02)

Net realized and unrealized gain (loss)

  (10.66)

  4.70

  3.73

  .38

Total from investment operations

  (10.74)

  4.59

  3.63

  .36

Distributions from net realized gain

  (1.78) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.11

$ 18.63

$ 14.03

$ 10.37

Total Return B, C, D

  (63.32)%

  32.79%

  35.29%

  3.70%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.51%

  2.38%

  2.38%

  3.32% A

Expenses net of fee waivers, if any

  2.41%

  2.38%

  2.38%

  2.40% A

Expenses net of all reductions

  2.38%

  2.34%

  2.27%

  2.29% A

Net investment income (loss)

  (.62)%

  (.66)%

  (.73)%

  (.84)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 9,497

$ 40,894

$ 26,320

$ 3,317

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.775 per share is comprised of distributions from net realized gain of $1.775 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap Opportunities

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 19.09

$ 14.23

$ 10.40

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .05

  .07

  .05

  - I

Net realized and unrealized gain (loss)

  (10.92)

  4.78

  3.75

  .39

Total from investment operations

  (10.87)

  4.85

  3.80

  .39

Distributions from net investment income

  (.06)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - I

  -

Total distributions

  (1.94) J

  -

  - I

  -

Redemption fees added to paid in capital D

  - I

  .01

  .03

  .01

Net asset value, end of period

$ 6.28

$ 19.09

$ 14.23

$ 10.40

Total Return B, C

  (62.91)%

  34.15%

  36.86%

  4.00%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  1.44%

  1.30%

  1.28%

  2.25% A

Expenses net of fee waivers, if any

  1.44%

  1.30%

  1.28%

  1.40% A

Expenses net of all reductions

  1.40%

  1.25%

  1.16%

  1.31% A

Net investment income (loss)

  .36%

  .43%

  .37%

  .14% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 312,376

$ 1,433,844

$ 981,210

$ 197,349

Portfolio turnover rate F

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period August 2, 2005 (commencement of operations) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Total distributions of $1.942 per share is comprised of distributions from net investment income of $.064 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 19.09

$ 14.22

$ 10.40

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .05

  .08

  .05

  - I

Net realized and unrealized gain (loss)

  (10.92)

  4.78

  3.74

  .39

Total from investment operations

  (10.87)

  4.86

  3.79

  .39

Distributions from net investment income

  (.07)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - I

  -

Total distributions

  (1.95) J

  -

  - I

  -

Redemption fees added to paid in capital D

  - I

  .01

  .03

  .01

Net asset value, end of period

$ 6.27

$ 19.09

$ 14.22

$ 10.40

Total Return B, C

  (62.95)%

  34.25%

  36.77%

  4.00%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  1.40%

  1.29%

  1.25%

  2.25% A

Expenses net of fee waivers, if any

  1.40%

  1.29%

  1.25%

  1.40% A

Expenses net of all reductions

  1.37%

  1.25%

  1.14%

  1.29% A

Net investment income (loss)

  .39%

  .44%

  .40%

  .16% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,117

$ 27,609

$ 13,954

$ 2,849

Portfolio turnover rate F

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period August 2, 2005 (commencement of operations) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Total distributions of $1.952 per share is comprised of distributions from net investment income of $.074 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Small Cap Opportunities Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Small Cap Opportunities, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results

Annual Report

3. Significant Accounting Policies - continued

could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), certain foreign taxes, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 7,261,219

Unrealized depreciation

(332,961,765)

Net unrealized appreciation (depreciation)

(325,700,546)

Capital loss carryforward

(146,419,794)

 

 

Cost for federal income tax purposes

$ 763,909,463

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 16,665,902

$ -

Long-term Capital Gains

142,643,403

-

Total

$ 159,309,305

$ -

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

(including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $594,537,624 and $981,461,622, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Small Cap Opportunities as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.07% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 113,686

$ 9,692

Class T

.25%

.25%

142,986

2,758

Class B

.75%

.25%

68,222

51,535

Class C

.75%

.25%

255,510

47,663

 

 

 

$ 580,404

$ 111,648

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 19,917

Class T

6,001

Class B*

29,903

Class C*

4,501

 

$ 60,322

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR was the transfer agent for International Small Cap Opportunities shares. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 140,073

.31

Class T

88,875

.31

Class B

21,153

.31

Class C

79,086

.31

International Small Cap Opportunities

2,100,743

.25

Institutional Class

37,286

.22

 

$ 2,467,216

 

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6,205 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily Loan
Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 6,424,452

3.28%

$ 36,307

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,080 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

Annual Report

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $8,838,667. The weighted average interest rate was 3.87%. The interest expense amounted to $2,854 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

 

 

 

Class A

1.65%

$ 40,541

Class T

1.90%

26,563

Class B

2.40%

6,483

Class C

2.40%

24,403

 

 

$ 97,990

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $329,425 for the period. In addition, through arrangements with each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses.

During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Small Cap Opportunities

$ 3,141

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 91,280

$ -

International Small Cap Opportunities

4,620,425

-

Institutional Class

105,667

-

Total

$ 4,817,372

$ -

From net realized gain

 

 

Class A

$ 6,856,940

$ -

Class T

4,515,065

-

Class B

1,019,225

-

Class C

3,838,511

-

International Small Cap Opportunities

135,580,534

-

Institutional Class

2,681,658

-

Total

$ 154,491,933

$ -

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

828,854

2,107,892

$ 10,916,918

$ 35,531,826

Reinvestment of distributions

416,175

-

6,313,370

-

Shares redeemed

(2,104,322)

(892,381)

(25,609,420)

(14,908,147)

Net increase (decrease)

(859,293)

1,215,511

$ (8,379,132)

$ 20,623,679

Class T

 

 

 

 

Shares sold

298,437

1,311,252

$ 3,745,246

$ 21,607,239

Reinvestment of distributions

288,615

-

4,360,975

-

Shares redeemed

(1,182,864)

(845,477)

(14,814,150)

(14,215,111)

Net increase (decrease)

(595,812)

465,775

$ (6,707,929)

$ 7,392,128

Annual Report

13. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class B

 

 

 

 

Shares sold

67,210

286,293

$ 882,196

$ 4,653,400

Reinvestment of distributions

61,167

-

917,505

-

Shares redeemed

(278,427)

(246,522)

(3,422,675)

(4,027,585)

Net increase (decrease)

(150,050)

39,771

$ (1,622,974)

$ 625,815

Class C

 

 

 

 

Shares sold

393,320

888,414

$ 4,565,906

$ 14,698,282

Reinvestment of distributions

216,879

-

3,248,846

-

Shares redeemed

(1,252,106)

(569,219)

(14,199,211)

(9,379,169)

Net increase (decrease)

(641,907)

319,195

$ (6,384,459)

$ 5,319,113

International Small Cap Opportunities

 

 

 

 

Shares sold

10,644,155

48,402,736

$ 141,713,979

$ 800,622,633

Reinvestment of distributions

8,363,264

-

127,539,782

-

Shares redeemed

(44,345,885)

(42,286,931)

(553,799,561)

(715,447,148)

Net increase (decrease)

(25,338,466)

6,115,805

$ (284,545,800)

$ 85,175,485

Institutional Class

 

 

 

 

Shares sold

915,939

903,141

$ 11,419,413

$ 15,436,027

Reinvestment of distributions

149,148

-

2,273,017

-

Shares redeemed

(1,217,529)

(437,882)

(14,541,508)

(7,375,351)

Net increase (decrease)

(152,442)

465,259

$ (849,078)

$ 8,060,676

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Opportunities Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Opportunities Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for the three years in the period then ended and for the period from August 2, 2005 (commencement of operations) to October 31, 2005. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Opportunities Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the three years in the period then ended and for the period from August 2, 2005 (commencement of operations) to October 31, 2005, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).]

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Bruce T. Herring (43)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds.

Thomas C. Hense (44)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

Class A, Class T, Class B, and Class C designates 99%, 100%, 100% and 100% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/10/07

$0.143

$0.0219

Class T

12/10/07

$0.106

$0.0219

Class B

12/10/07

$0.038

$0.0219

Class C

12/10/07

$0.049

$0.0219

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Opportunities Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2007, the total returns of Institutional Class (Class I) and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Opportunities Fund

fid1666

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the third quartile for the period shown. The Board also stated that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 21% means that 79% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Opportunities Fund

fid1668

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Small Cap Opportunities (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AILS-UANN-1208
1.815089.103

fid959

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Small Cap Opportunities
Fund - Institutional Class

Annual Report

October 31, 2008

Institutional Class
is a class of Fidelity®
International Small Cap
Opportunities Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Managements' Discussion

<Click Here>

The managers' review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to the financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Life of
fund
A

Institutional Class

-62.95%

-10.10%

A From August 2, 2005.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Small Cap Opportunities Fund - Institutional Class on August 2, 2005, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE®) Small Cap Index performed over the same period.


fid1684

Annual Report

Managements' Discussion of Fund Performance

Comments from Andrew Sassine, Portfolio Manager of Fidelity Advisor International Small Cap Opportunities Fund during the period covered in this report

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year, the fund's Institutional Class shares returned -62.95%, compared with -53.46% for the MSCI EAFE Small Cap Index. Stock selection in materials and consumer staples detracted from relative performance, as did weak results in financials and information technology. However, our holdings in the consumer discretionary sector aided the fund's performance. Security selection in Japan and Norway detracted, while underweightings in Greece, Denmark, Spain and Singapore helped. A cash position also aided returns. Babcock & Brown, an Australian global alternative asset manager, was hurt by the credit crisis. In materials, Papua New Guinea-based Lihir Gold also detracted from performance. Marine Harvest, a Norwegian salmon farmer, fell, as did Renovo Group, a U.K.-based biotechnology firm. Netherlands-based Gemalto, a secure personal devices manufacturer, buoyed performance, so did Chiquita Brands, a U.S. food products distributor. Rakuten, a Japanese Internet services company, also rose. Many of the stocks I've mentioned were out-of-index holdings.

Note to shareholders: Jed Weiss will become Portfolio Manager on December 4, 2008.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 



Annualized Expense Ratio


Beginning
Account Value
May 1, 2008


Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to
October 31, 2008

Class A

1.65%

 

 

 

Actual

 

$ 1,000.00

$ 457.50

$ 6.05

HypotheticalA

 

$ 1,000.00

$ 1,016.84

$ 8.36

Class T

1.90%

 

 

 

Actual

 

$ 1,000.00

$ 456.90

$ 6.96

HypotheticalA

 

$ 1,000.00

$ 1,015.58

$ 9.63

Class B

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 455.00

$ 8.78

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

Class C

2.40%

 

 

 

Actual

 

$ 1,000.00

$ 455.00

$ 8.78

HypotheticalA

 

$ 1,000.00

$ 1,013.07

$ 12.14

International Small Cap Opportunities

1.44%

 

 

 

Actual

 

$ 1,000.00

$ 457.70

$ 5.28

HypotheticalA

 

$ 1,000.00

$ 1,017.90

$ 7.30

Institutional Class

1.40%

 

 

 

Actual

 

$ 1,000.00

$ 457.30

$ 5.13

HypotheticalA

 

$ 1,000.00

$ 1,018.10

$ 7.10

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 15.4%

fid910

United Kingdom 13.6%

fid912

China 9.2%

fid914

Netherlands 7.6%

fid916

Cayman Islands 7.5%

fid1003

United States of America 7.3%

fid918

Papua New Guinea 7.3%

fid920

Australia 6.4%

fid922

Germany 6.4%

fid926

Other 19.3%

fid980

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

Japan 25.1%

fid910

United Kingdom 8.6%

fid912

Germany 7.3%

fid914

Netherlands 6.8%

fid916

United States of America 6.6%

fid1003

China 6.3%

fid918

Cayman Islands 5.9%

fid920

Norway 5.9%

fid922

Papua New Guinea 5.9%

fid926

Other 21.6%

fid1707

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

98.9

98.6

Short-Term Investments and Net Other Assets

1.1

1.4

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Lihir Gold Ltd. (Papua New Guinea, Metals & Mining)

7.3

5.9

Gemalto NV (Netherlands, Computers & Peripherals)

4.9

2.0

Himax Technologies, Inc. sponsored ADR (Cayman Islands, Semiconductors & Semiconductor Equipment)

4.2

3.9

Chiquita Brands International, Inc. (United States of America, Food Products)

4.1

2.4

BB BIOTECH AG (Switzerland, Biotechnology)

3.5

1.5

HannStar Display Corp. (Taiwan, Electronic Equipment & Components)

3.2

2.7

GEA Group AG (Germany, Machinery)

3.1

2.9

Focus Media Holding Ltd. ADR (China, Media)

2.8

1.3

EFG International (Switzerland, Capital Markets)

2.7

0.0

Autonomy Corp. PLC (United Kingdom, Software)

2.7

1.0

 

38.5

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Information Technology

27.5

24.0

Industrials

21.5

27.8

Materials

11.3

11.0

Financials

10.5

9.7

Consumer Staples

10.6

14.1

Consumer Discretionary

9.5

5.8

Health Care

6.5

4.2

Energy

1.0

2.0

Utilities

0.5

0.0

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.9%

Shares

Value

Australia - 6.4%

Babcock & Brown Ltd. (d)

2,582,465

$ 2,255,477

Babcock & Brown Wind Partners

3,000,000

1,678,673

Downer EDI Ltd.

2,930,464

9,511,882

Newcrest Mining Ltd.

300,000

4,121,771

Silex Systems Ltd. (a)(d)

816,160

2,125,030

Sino Gold Mining Ltd. (a)

1,580,111

3,637,557

TOTAL AUSTRALIA

23,330,390

Austria - 0.6%

Andritz AG

79,996

2,278,136

Bermuda - 0.8%

Noble Group Ltd.

3,841,000

2,796,019

Cayman Islands - 7.5%

CNinsure, Inc. ADR (d)

409,600

3,579,904

Himax Technologies, Inc. sponsored ADR

8,253,009

15,433,127

LDK Solar Co. Ltd. sponsored ADR (a)(d)

451,300

8,195,608

TOTAL CAYMAN ISLANDS

27,208,639

China - 9.2%

BYD Co. Ltd. (H Shares)

3,229,500

5,488,922

China TechFaith Wireless Communication Technology Ltd. sponsored ADR (a)

1,801,341

1,603,193

Focus Media Holding Ltd. ADR (a)(d)

555,800

10,298,974

Global Bio-Chem Technology Group Co. Ltd.

50,703,300

7,066,410

Shanda Interactive Entertainment Ltd. sponsored ADR (a)(d)

325,000

8,986,250

TOTAL CHINA

33,443,749

Finland - 0.4%

KCI Konecranes Oyj

84,000

1,427,454

France - 1.5%

Nexans SA

46,874

2,673,689

Ubisoft Entertainment SA (a)

48,569

2,567,318

TOTAL FRANCE

5,241,007

Germany - 6.4%

Demag Cranes AG

50,000

973,188

GEA Group AG

762,600

11,144,590

Q-Cells AG (a)(d)

76,985

3,028,610

Symrise AG

200,000

2,484,241

Vossloh AG

70,000

5,408,318

TOTAL GERMANY

23,038,947

Common Stocks - continued

Shares

Value

Italy - 2.5%

Impregilo SpA (a)(d)

3,465,200

$ 9,140,729

Japan - 15.4%

CyberAgent, Inc. (d)

4,535

4,048,504

Elpida Memory, Inc. (a)(d)

916,000

4,883,226

Hikari Tsushin, Inc.

150,000

2,238,431

Ichiyoshi Securities Co. Ltd. (d)

661,400

5,295,950

JAFCO Co. Ltd.

124,600

3,353,738

Pal Co. Ltd. (d)

31,850

208,861

Promise Co. Ltd. (d)

291,550

5,232,814

Rakuten, Inc. (d)

18,475

9,158,294

SBI Holdings, Inc.

52,751

6,329,841

Sugi Holdings Co. Ltd. (d)

300,200

7,219,003

Sumco Corp.

599,860

6,495,569

Trend Micro, Inc.

60,000

1,467,708

TOTAL JAPAN

55,931,939

Netherlands - 7.6%

AMG Advanced Metallurgical Group NV (a)(d)

265,578

4,298,941

Gemalto NV (a)

632,600

17,723,725

Nutreco Holding NV

24,658

786,186

QIAGEN NV (a)

332,200

4,737,172

TOTAL NETHERLANDS

27,546,024

Norway - 3.7%

Marine Harvest ASA (a)(d)

35,659,000

5,759,837

Petroleum Geo-Services ASA (a)

495,500

2,467,297

Pronova BioPharma ASA

1,000,000

2,597,902

Renewable Energy Corp. AS (a)(d)

277,700

2,620,054

TOTAL NORWAY

13,445,090

Papua New Guinea - 7.3%

Lihir Gold Ltd. (a)

14,300,867

17,834,905

Lihir Gold Ltd. sponsored ADR (a)(d)

662,200

8,462,916

TOTAL PAPUA NEW GUINEA

26,297,821

Spain - 0.4%

Prosegur Comp Securidad SA (Reg.)

50,000

1,420,475

Switzerland - 6.2%

BB BIOTECH AG (d)

196,970

12,489,540

EFG International

457,120

9,838,583

TOTAL SWITZERLAND

22,328,123

Common Stocks - continued

Shares

Value

Taiwan - 3.2%

HannStar Display Corp.

63,362,704

$ 11,525,731

United Kingdom - 13.6%

ARM Holdings PLC sponsored ADR (d)

1,848,700

8,725,864

Autonomy Corp. PLC (a)

616,700

9,776,980

BlueBay Asset Management (d)

808,100

2,624,170

easyJet PLC (a)

1,800,000

8,978,340

Informa PLC

1,221,200

4,136,877

Invensys PLC (a)

3,190,900

8,000,531

Max Petroleum PLC (a)

4,500,000

972,624

Premier Foods PLC

5,899,300

2,615,460

Renovo Group PLC (a)

8,702,203

3,553,008

TOTAL UNITED KINGDOM

49,383,854

United States of America - 6.2%

AGCO Corp. (a)

92,700

2,921,904

Chiquita Brands International, Inc. (a)(d)

1,087,400

14,843,010

Virgin Media, Inc. (d)

800,000

4,608,000

TOTAL UNITED STATES OF AMERICA

22,372,914

TOTAL COMMON STOCKS

(Cost $669,718,098)

358,157,041

Money Market Funds - 22.1%

 

 

 

 

Fidelity Cash Central Fund, 1.81% (b)

4,789,854

4,789,854

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

75,262,022

75,262,022

TOTAL MONEY MARKET FUNDS

(Cost $80,051,876)

80,051,876

TOTAL INVESTMENT PORTFOLIO - 121.0%

(Cost $749,769,974)

438,208,917

NET OTHER ASSETS - (21.0)%

(76,011,757)

NET ASSETS - 100%

$ 362,197,160

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 465,321

Fidelity Securities Lending Cash Central Fund

3,820,634

Total

$ 4,285,955

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliate

Value,
beginning of
period

Purchases

Sales
Proceeds

Dividend Income

Value,
end of
period

First Tractor Co. Ltd. (H Shares)

$ 11,999,397

$ -

$ 5,122,915

$ 68,411

$ -

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $146,419,794 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $70,265,441) - See accompanying schedule:

Unaffiliated issuers (cost $669,718,098)

$ 358,157,041

 

Fidelity Central Funds (cost $80,051,876)

80,051,876

 

Total Investments (cost $749,769,974)

 

$ 438,208,917

Foreign currency held at value (cost $160)

152

Receivable for investments sold

1,858,770

Receivable for fund shares sold

587,971

Dividends receivable

485,964

Distributions receivable from Fidelity Central Funds

188,423

Receivable from investment adviser for expense reductions

15,082

Other receivables

72,137

Total assets

441,417,416

 

 

 

Liabilities

Payable for investments purchased

$ 2,718,402

Payable for fund shares redeemed

702,790

Accrued management fee

249,739

Distribution fees payable

21,117

Other affiliated payables

174,594

Other payables and accrued expenses

91,592

Collateral on securities loaned, at value

75,262,022

Total liabilities

79,220,256

 

 

 

Net Assets

$ 362,197,160

Net Assets consist of:

 

Paid in capital

$ 834,317,445

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(160,554,996)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(311,565,289)

Net Assets

$ 362,197,160

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($17,905,406 ÷ 2,871,641 shares)

$ 6.24

 

 

 

Maximum offering price per share (100/94.25 of $6.24)

$ 6.62

Class T:
Net Asset Value
and redemption price per share ($11,614,253 ÷ 1,874,345 shares)

$ 6.20

 

 

 

Maximum offering price per share (100/96.50 of $6.20)

$ 6.42

Class B:
Net Asset Value
and offering price per share ($2,687,045 ÷ 438,825 shares)A

$ 6.12

 

 

 

Class C:
Net Asset Value
and offering price per share ($9,496,686 ÷ 1,553,173 shares)A

$ 6.11

 

 

 

 

 

 

International Small Cap Opportunities:
Net Asset Value
, offering price and redemption price per share ($312,376,291 ÷ 49,754,757 shares)

$ 6.28

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($8,117,479 ÷ 1,294,002 shares)

$ 6.27

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends (including $68,411 earned from other affiliated issuers)

 

$ 14,002,599

Interest

 

2,082

Income from Fidelity Central Funds (including $3,820,634 from security lending)

 

4,285,955

 

 

18,290,636

Less foreign taxes withheld

 

(1,290,068)

Total income

 

17,000,568

 

 

 

Expenses

Management fee
Basic fee

$ 8,348,490

Performance adjustment

2,000,573

Transfer agent fees

2,467,216

Distribution fees

580,404

Accounting and security lending fees

491,904

Custodian fees and expenses

216,963

Independent trustees' compensation

4,564

Registration fees

94,266

Audit

67,068

Legal

6,317

Interest

39,161

Miscellaneous

211,922

Total expenses before reductions

14,528,848

Expense reductions

(430,556)

14,098,292

Net investment income (loss)

2,902,276

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers

(153,629,459)

Other affiliated issuers

(3,139,491)

 

Foreign currency transactions

78,947

Total net realized gain (loss)

 

(156,690,003)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(647,254,659)

Assets and liabilities in foreign currencies

55,716

Total change in net unrealized appreciation (depreciation)

 

(647,198,943)

Net gain (loss)

(803,888,946)

Net increase (decrease) in net assets resulting from operations

$ (800,986,670)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 2,902,276

$ 5,724,841

Net realized gain (loss)

(156,690,003)

184,590,119

Change in net unrealized appreciation (depreciation)

(647,198,943)

219,203,434

Net increase (decrease) in net assets resulting
from operations

(800,986,670)

409,518,394

Distributions to shareholders from net investment income

(4,817,372)

-

Distributions to shareholders from net realized gain

(154,491,933)

-

Total distributions

(159,309,305)

-

Share transactions - net increase (decrease)

(308,489,372)

127,196,896

Redemption fees

307,719

783,954

Total increase (decrease) in net assets

(1,268,477,628)

537,499,244

 

 

 

Net Assets

Beginning of period

1,630,674,788

1,093,175,544

End of period (including undistributed net investment income of $0 and undistributed net investment income of $5,724,841, respectively)

$ 362,197,160

$ 1,630,674,788

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.97

$ 14.18

$ 10.41

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  .02

  .02

  - J

  - J

Net realized and unrealized gain (loss)

  (10.85)

  4.76

  3.74

  .40

Total from investment operations

  (10.83)

  4.78

  3.74

  .40

Distributions from net investment income

  (.03)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - J

  -

Total distributions

  (1.90) K

  -

  - J

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.24

$ 18.97

$ 14.18

$ 10.41

Total Return B, C, D

  (62.98)%

  33.78%

  36.25%

  4.10%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  1.75%

  1.63%

  1.63%

  2.67% A

Expenses net of fee waivers, if any

  1.66%

  1.63%

  1.63%

  1.65% A

Expenses net of all reductions

  1.62%

  1.59%

  1.51%

  1.54% A

Net investment income (loss)

  .13%

  .10%

  .02%

  (.09)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 17,905

$ 70,785

$ 35,674

$ 5,533

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.903 per share is comprised of distributions from net investment income of $.025 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.85

$ 14.12

$ 10.38

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.02)

  (.02)

  (.03)

  (.01)

Net realized and unrealized gain (loss)

  (10.78)

  4.74

  3.74

  .38

Total from investment operations

  (10.80)

  4.72

  3.71

  .37

Distributions from net realized gain

  (1.85) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.20

$ 18.85

$ 14.12

$ 10.38

Total Return B, C, D

  (63.08)%

  33.50%

  36.03%

  3.80%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.00%

  1.85%

  1.85%

  2.92% A

Expenses net of fee waivers, if any

  1.91%

  1.85%

  1.85%

  1.90% A

Expenses net of all reductions

  1.87%

  1.81%

  1.74%

  1.78% A

Net investment income (loss)

  (.12)%

  (.13)%

  (.20)%

  (.33)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 11,614

$ 46,568

$ 28,309

$ 2,704

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.852 per share is comprised of distributions from net realized gain of $1.852 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.64

$ 14.04

$ 10.37

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.08)

  (.11)

  (.10)

  (.02)

Net realized and unrealized gain (loss)

  (10.68)

  4.70

  3.74

  .38

Total from investment operations

  (10.76)

  4.59

  3.64

  .36

Distributions from net realized gain

  (1.76) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.12

$ 18.64

$ 14.04

$ 10.37

Total Return B, C, D

  (63.32)%

  32.76%

  35.39%

  3.70%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.51%

  2.40%

  2.45%

  3.43% A

Expenses net of fee waivers, if any

  2.41%

  2.40%

  2.41%

  2.40% A

Expenses net of all reductions

  2.38%

  2.36%

  2.30%

  2.27% A

Net investment income (loss)

  (.62)%

  (.67)%

  (.76)%

  (.82)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 2,687

$ 10,975

$ 7,709

$ 1,705

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.760 per share is comprised of distributions from net realized gain of $1.760 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006
2005 H

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 18.63

$ 14.03

$ 10.37

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) E

  (.08)

  (.11)

  (.10)

  (.02)

Net realized and unrealized gain (loss)

  (10.66)

  4.70

  3.73

  .38

Total from investment operations

  (10.74)

  4.59

  3.63

  .36

Distributions from net realized gain

  (1.78) K

  -

  -

  -

Redemption fees added to paid in capital E

  - J

  .01

  .03

  .01

Net asset value, end of period

$ 6.11

$ 18.63

$ 14.03

$ 10.37

Total Return B, C, D

  (63.32)%

  32.79%

  35.29%

  3.70%

Ratios to Average Net Assets F, I

 

 

 

 

Expenses before reductions

  2.51%

  2.38%

  2.38%

  3.32% A

Expenses net of fee waivers, if any

  2.41%

  2.38%

  2.38%

  2.40% A

Expenses net of all reductions

  2.38%

  2.34%

  2.27%

  2.29% A

Net investment income (loss)

  (.62)%

  (.66)%

  (.73)%

  (.84)% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 9,497

$ 40,894

$ 26,320

$ 3,317

Portfolio turnover rate G

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H For the period August 2, 2005 (commencement of operations) to October 31, 2005.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

K Total distributions of $1.775 per share is comprised of distributions from net realized gain of $1.775 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Small Cap Opportunities

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 19.09

$ 14.23

$ 10.40

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .05

  .07

  .05

  - I

Net realized and unrealized gain (loss)

  (10.92)

  4.78

  3.75

  .39

Total from investment operations

  (10.87)

  4.85

  3.80

  .39

Distributions from net investment income

  (.06)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - I

  -

Total distributions

  (1.94) J

  -

  - I

  -

Redemption fees added to paid in capital D

  - I

  .01

  .03

  .01

Net asset value, end of period

$ 6.28

$ 19.09

$ 14.23

$ 10.40

Total Return B, C

  (62.91)%

  34.15%

  36.86%

  4.00%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  1.44%

  1.30%

  1.28%

  2.25% A

Expenses net of fee waivers, if any

  1.44%

  1.30%

  1.28%

  1.40% A

Expenses net of all reductions

  1.40%

  1.25%

  1.16%

  1.31% A

Net investment income (loss)

  .36%

  .43%

  .37%

  .14% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 312,376

$ 1,433,844

$ 981,210

$ 197,349

Portfolio turnover rate F

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period August 2, 2005 (commencement of operations) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Total distributions of $1.942 per share is comprised of distributions from net investment income of $.064 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006
2005 G

Selected Per-Share Data

 

 

 

 

Net asset value, beginning of period

$ 19.09

$ 14.22

$ 10.40

$ 10.00

Income from Investment Operations

 

 

 

 

Net investment income (loss) D

  .05

  .08

  .05

  - I

Net realized and unrealized gain (loss)

  (10.92)

  4.78

  3.74

  .39

Total from investment operations

  (10.87)

  4.86

  3.79

  .39

Distributions from net investment income

  (.07)

  -

  -

  -

Distributions from net realized gain

  (1.88)

  -

  - I

  -

Total distributions

  (1.95) J

  -

  - I

  -

Redemption fees added to paid in capital D

  - I

  .01

  .03

  .01

Net asset value, end of period

$ 6.27

$ 19.09

$ 14.22

$ 10.40

Total Return B, C

  (62.95)%

  34.25%

  36.77%

  4.00%

Ratios to Average Net Assets E, H

 

 

 

 

Expenses before reductions

  1.40%

  1.29%

  1.25%

  2.25% A

Expenses net of fee waivers, if any

  1.40%

  1.29%

  1.25%

  1.40% A

Expenses net of all reductions

  1.37%

  1.25%

  1.14%

  1.29% A

Net investment income (loss)

  .39%

  .44%

  .40%

  .16% A

Supplemental Data

 

 

 

 

Net assets, end of period (000 omitted)

$ 8,117

$ 27,609

$ 13,954

$ 2,849

Portfolio turnover rate F

  61%

  107%

  164%

  46%

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G For the period August 2, 2005 (commencement of operations) to October 31, 2005.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

I Amount represents less than $.01 per share.

J Total distributions of $1.952 per share is comprised of distributions from net investment income of $.074 and distributions from net realized gain of $1.878 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Small Cap Opportunities Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Small Cap Opportunities, and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class. The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results

Annual Report

3. Significant Accounting Policies - continued

could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, passive foreign investment companies (PFIC), certain foreign taxes, capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 7,261,219

Unrealized depreciation

(332,961,765)

Net unrealized appreciation (depreciation)

(325,700,546)

Capital loss carryforward

(146,419,794)

 

 

Cost for federal income tax purposes

$ 763,909,463

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 16,665,902

$ -

Long-term Capital Gains

142,643,403

-

Total

$ 159,309,305

$ -

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 90 days are subject to a redemption fee equal to 2.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

(including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $594,537,624 and $981,461,622, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .60% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Small Cap Opportunities as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was 1.07% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

0%

.25%

$ 113,686

$ 9,692

Class T

.25%

.25%

142,986

2,758

Class B

.75%

.25%

68,222

51,535

Class C

.75%

.25%

255,510

47,663

 

 

 

$ 580,404

$ 111,648

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 19,917

Class T

6,001

Class B*

29,903

Class C*

4,501

 

$ 60,322

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR was the transfer agent for International Small Cap Opportunities shares. For the period, each class paid the following transfer agent fees:

 

Amount

% of
Average
Net Assets

Class A

$ 140,073

.31

Class T

88,875

.31

Class B

21,153

.31

Class C

79,086

.31

International Small Cap Opportunities

2,100,743

.25

Institutional Class

37,286

.22

 

$ 2,467,216

 

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $6,205 for the period.

Interfund Lending Program. Pursuant to an Exemptive Order issued by the SEC, the Fund, along with other registered investment companies having management contracts with FMR, may participate in an interfund lending program. This program provides an alternative credit facility allowing the funds to borrow from, or lend money to, other participating affiliated funds. At period end, there were no interfund loans outstanding. The Fund's activity in this program during the period for which loans were outstanding was as follows:

Borrower or Lender

Average Daily Loan
Balance

Weighted Average
Interest Rate

Interest
Expense

Borrower

$ 6,424,452

3.28%

$ 36,307

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $2,080 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds.

Annual Report

9. Bank Borrowings.

The Fund is permitted to have bank borrowings for temporary or emergency purposes to fund shareholder redemptions. The Fund has established borrowing arrangements with certain banks. The interest rate on the borrowings is the bank's base rate, as revised from time to time. The average daily loan balance during the period for which loans were outstanding amounted to $8,838,667. The weighted average interest rate was 3.87%. The interest expense amounted to $2,854 under the bank borrowing program. At period end, there were no bank borrowings outstanding.

10. Expense Reductions.

FMR voluntarily agreed to reimburse each class to the extent annual operating expenses exceeded certain levels of average net assets as noted in the table below. Some expenses, for example interest expense, including commitment fees, are excluded from this reimbursement.

The following classes were in reimbursement during the period:

 

Expense
Limitations

Reimbursement
from adviser

 

 

 

Class A

1.65%

$ 40,541

Class T

1.90%

26,563

Class B

2.40%

6,483

Class C

2.40%

24,403

 

 

$ 97,990

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $329,425 for the period. In addition, through arrangements with each class' transfer agent, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses.

During the period, credits reduced each class' transfer agent expense as noted in the table below.

 

Transfer Agent
expense reduction

International Small Cap Opportunities

$ 3,141

Annual Report

Notes to Financial Statements - continued

11. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

12. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 91,280

$ -

International Small Cap Opportunities

4,620,425

-

Institutional Class

105,667

-

Total

$ 4,817,372

$ -

From net realized gain

 

 

Class A

$ 6,856,940

$ -

Class T

4,515,065

-

Class B

1,019,225

-

Class C

3,838,511

-

International Small Cap Opportunities

135,580,534

-

Institutional Class

2,681,658

-

Total

$ 154,491,933

$ -

13. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

828,854

2,107,892

$ 10,916,918

$ 35,531,826

Reinvestment of distributions

416,175

-

6,313,370

-

Shares redeemed

(2,104,322)

(892,381)

(25,609,420)

(14,908,147)

Net increase (decrease)

(859,293)

1,215,511

$ (8,379,132)

$ 20,623,679

Class T

 

 

 

 

Shares sold

298,437

1,311,252

$ 3,745,246

$ 21,607,239

Reinvestment of distributions

288,615

-

4,360,975

-

Shares redeemed

(1,182,864)

(845,477)

(14,814,150)

(14,215,111)

Net increase (decrease)

(595,812)

465,775

$ (6,707,929)

$ 7,392,128

Annual Report

13. Share Transactions - continued

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class B

 

 

 

 

Shares sold

67,210

286,293

$ 882,196

$ 4,653,400

Reinvestment of distributions

61,167

-

917,505

-

Shares redeemed

(278,427)

(246,522)

(3,422,675)

(4,027,585)

Net increase (decrease)

(150,050)

39,771

$ (1,622,974)

$ 625,815

Class C

 

 

 

 

Shares sold

393,320

888,414

$ 4,565,906

$ 14,698,282

Reinvestment of distributions

216,879

-

3,248,846

-

Shares redeemed

(1,252,106)

(569,219)

(14,199,211)

(9,379,169)

Net increase (decrease)

(641,907)

319,195

$ (6,384,459)

$ 5,319,113

International Small Cap Opportunities

 

 

 

 

Shares sold

10,644,155

48,402,736

$ 141,713,979

$ 800,622,633

Reinvestment of distributions

8,363,264

-

127,539,782

-

Shares redeemed

(44,345,885)

(42,286,931)

(553,799,561)

(715,447,148)

Net increase (decrease)

(25,338,466)

6,115,805

$ (284,545,800)

$ 85,175,485

Institutional Class

 

 

 

 

Shares sold

915,939

903,141

$ 11,419,413

$ 15,436,027

Reinvestment of distributions

149,148

-

2,273,017

-

Shares redeemed

(1,217,529)

(437,882)

(14,541,508)

(7,375,351)

Net increase (decrease)

(152,442)

465,259

$ (849,078)

$ 8,060,676

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Small Cap Opportunities Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Small Cap Opportunities Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for the three years in the period then ended and for the period from August 2, 2005 (commencement of operations) to October 31, 2005. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Small Cap Opportunities Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the three years in the period then ended and for the period from August 2, 2005 (commencement of operations) to October 31, 2005, in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment: 1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).]

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Bruce T. Herring (43)

 

Year of Election or Appointment: 2006

Vice President of certain Equity Funds. Mr. Herring also serves as Group Chief Investments Officer of FMR. Previously, Mr. Herring served as a portfolio manager for Fidelity U.S. Equity Funds.

Thomas C. Hense (44)

 

Year of Election or Appointment: 2008

Vice President of Fidelity's High Income and Small Cap Funds. Previously, Mr. Hense served as a portfolio manager for Fidelity's Institutional Money Management Group (Pyramis) (2003-2008).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating Officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions (Unaudited)

Institutional Class designates 79% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/10/07

$0.179

$0.0219

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Small Cap Opportunities Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a peer group of mutual funds deemed appropriate by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2007, the total returns of Institutional Class (Class I) and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively. The box within the chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten numbers noted below the chart correspond to the percentile box and represent the percentage of funds in the peer group whose performance was equal to or lower than that of the class indicated.

Annual Report

Fidelity International Small Cap Opportunities Fund

fid1709

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the third quartile for the period shown. The Board also stated that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" and, for the reasons explained above, is broader than the Lipper peer group used by the Board for performance comparisons. The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 21% means that 79% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Fidelity International Small Cap Opportunities Fund

fid1711

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's positive performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for each year represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Small Cap Opportunities (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AILSI-UANN-1208
1.815081.103

fid959

Fidelity®
International Value
Fund

Annual Report

October 31, 2008

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-800-544-8544 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

 

Past 1
year

Life of
fund
A

International Value

 

-51.34%

-16.64%

A From May 18, 2006

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in International Value, a class of the fund, on May 18, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE®) Value Index performed over the same period.


fid1727

Annual Report

Management's Discussion of Fund Performance

Comments from George Stairs, Portfolio Manager of Fidelity® International Value Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

International Value fell 51.34% for the year, compared with a 48.32% decline for the MSCI EAFE Value index, both returns reflecting the extremely poor performance of equities across the international markets. From a sector allocation perspective, the fund was properly positioned, particularly with its big underweighting in financials and slight overweightings in utilities and energy, which helped performance versus the index. Where it underperformed was in stock selection, with the greatest damage coming from picks in the banks, energy, utilities and media groups, as well as in materials. Among the biggest detractors were such names as UniCredit, a large Italian bank; Petroleum Geo-Services, a Norwegian energy services firm not held in the index; and BP, the big British integrated oil firm, which did relatively well and hurt us because we were significantly underweighted in the stock and eventually sold the position. Productive stock selection in the pharmaceuticals, biotechnology and life science group, as well as in diversified financials and transportation, offset some of our shortfall versus the MSCI benchmark. Top contributors included Swiss drug maker Roche Holding and Japanese passenger rail system East Japan Railway.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to October 31, 2008

Class A

1.41%

 

 

 

Actual

 

$ 1,000.00

$ 534.70

$ 5.44

HypotheticalA

 

$ 1,000.00

$ 1,018.05

$ 7.15

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 534.40

$ 6.40

HypotheticalA

 

$ 1,000.00

$ 1,016.79

$ 8.42

Class B

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 532.60

$ 8.32

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Class C

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 533.10

$ 8.32

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

International Value

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 535.60

$ 4.25

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.58

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 536.00

$ 3.86

HypotheticalA

 

$ 1,000.00

$ 1,020.11

$ 5.08

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 19.6%

fid910

United Kingdom 14.2%

fid912

Germany 13.5%

fid914

France 11.5%

fid916

Switzerland 7.5%

fid1003

Italy 4.8%

fid918

Spain 3.6%

fid920

Norway 3.0%

fid922

Cayman Islands 2.6%

fid926

Other 19.7%

fid1021

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

Japan 17.8%

fid910

United Kingdom 14.8%

fid912

Germany 11.3%

fid914

France 8.8%

fid916

Switzerland 6.1%

fid1003

Spain 5.3%

fid918

United States of America 4.5%

fid920

Italy 4.5%

fid922

Norway 4.4%

fid926

Other 22.5%

fid1750

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.2

97.1

Short-Term Investments and Net Other Assets

0.8

2.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.7

2.7

Toyota Motor Corp. (Japan, Automobiles)

3.5

2.5

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

3.4

2.4

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.) (Germany, Insurance)

3.0

1.9

E.ON AG (Germany, Electric Utilities)

2.9

2.1

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

2.6

2.8

Total SA sponsored ADR (France, Oil, Gas & Consumable Fuels)

2.6

1.6

AXA SA sponsored ADR (France, Insurance)

2.6

2.2

UniCredit SpA (Italy, Commercial Banks)

2.5

3.1

Allianz AG sponsored ADR (Germany, Insurance)

2.4

2.5

 

29.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

32.2

33.1

Energy

14.9

15.4

Consumer Discretionary

9.5

10.2

Industrials

9.2

9.6

Utilities

8.2

6.2

Telecommunication Services

7.0

4.4

Materials

5.9

6.7

Health Care

5.1

3.5

Information Technology

4.0

4.7

Consumer Staples

3.2

3.3

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.4%

Shares

Value

Australia - 2.1%

AMP Ltd.

388,042

$ 1,410,774

Macquarie Airports unit

462,720

657,723

Macquarie Group Ltd. (d)

34,191

677,961

Macquarie Infrastructure Group unit

593,083

776,966

TOTAL AUSTRALIA

3,523,424

Bermuda - 0.7%

Seadrill Ltd.

128,500

1,237,198

Brazil - 1.4%

Petroleo Brasileiro SA - Petrobras sponsored ADR

49,700

1,336,433

Uniao de Bancos Brasileiros SA (Unibanco) GDR

15,100

952,508

TOTAL BRAZIL

2,288,941

Canada - 1.3%

Canadian Natural Resources Ltd.

8,100

408,560

First Quantum Minerals Ltd.

34,000

716,205

Nexen, Inc.

29,800

473,024

Petrobank Energy & Resources Ltd. (a)

33,800

644,717

TOTAL CANADA

2,242,506

Cayman Islands - 2.6%

Chaoda Modern Agriculture (Holdings) Ltd.

1,478,800

1,041,847

Subsea 7, Inc. (a)

41,000

325,902

Transocean, Inc. (a)

37,739

3,107,052

TOTAL CAYMAN ISLANDS

4,474,801

China - 0.4%

China Construction Bank Corp. (H Shares)

939,000

465,815

Nine Dragons Paper (Holdings) Ltd.

1,087,000

187,456

TOTAL CHINA

653,271

Cyprus - 0.4%

Marfin Popular Bank Public Co.

182,371

617,712

Denmark - 0.1%

Vestas Wind Systems AS (a)

4,500

184,319

Finland - 1.1%

Fortum Oyj

13,200

324,404

Nokia Corp. sponsored ADR

98,600

1,496,748

TOTAL FINLAND

1,821,152

France - 11.5%

Accor SA

13,400

521,331

Common Stocks - continued

Shares

Value

France - continued

AXA SA sponsored ADR (d)

231,500

$ 4,331,365

BNP Paribas SA

49,400

3,566,744

Compagnie de St. Gobain

13,700

528,639

GDF Suez

33,989

1,519,294

Renault SA

9,400

288,089

Total SA:

Series B

43,700

2,404,087

sponsored ADR

80,500

4,462,920

Unibail-Rodamco

12,072

1,810,615

TOTAL FRANCE

19,433,084

Germany - 13.3%

Allianz AG sponsored ADR

527,900

4,001,482

BASF AG

16,700

561,558

Daimler AG

114,700

3,957,150

E.ON AG

130,300

4,984,860

GEA Group AG

11,600

169,522

GFK AG

21,800

430,496

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

38,200

5,070,095

RWE AG

37,300

3,117,125

Tognum AG

29,900

332,442

TOTAL GERMANY

22,624,730

Greece - 0.4%

Public Power Corp. of Greece

51,600

638,043

Hong Kong - 1.7%

China Overseas Land & Investment Ltd.

450,000

508,167

Swire Pacific Ltd. (A Shares)

340,300

2,396,628

TOTAL HONG KONG

2,904,795

India - 0.7%

Satyam Computer Services Ltd. sponsored ADR

63,600

1,000,428

Suzlon Energy Ltd.

177,784

161,161

TOTAL INDIA

1,161,589

Ireland - 1.2%

Bank of Ireland

134,771

397,944

C&C Group PLC

103,600

150,697

CRH PLC sponsored ADR (d)

68,800

1,455,808

TOTAL IRELAND

2,004,449

Israel - 0.4%

Israel Chemicals Ltd.

69,400

672,725

Common Stocks - continued

Shares

Value

Italy - 4.2%

ENI SpA sponsored ADR

32,300

$ 1,552,015

Fiat SpA

49,200

391,029

Finmeccanica SpA

73,400

898,002

UniCredit SpA

1,740,700

4,259,013

TOTAL ITALY

7,100,059

Japan - 19.6%

Aeon Co. Ltd.

172,700

1,655,948

Canon, Inc.

12,350

432,125

Denso Corp.

76,100

1,483,158

East Japan Railway Co.

243

1,729,101

Ibiden Co. Ltd.

20,300

379,722

JSR Corp.

49,500

558,325

Konica Minolta Holdings, Inc.

183,500

1,205,039

Miraca Holdings, Inc.

68,600

1,106,238

Mitsubishi Estate Co. Ltd.

25,000

446,561

Mitsui & Co. Ltd.

464,000

4,495,703

Nomura Holdings, Inc.

47,000

445,271

Obic Co. Ltd.

3,880

474,898

ORIX Corp.

27,620

2,837,621

Osaka Gas Co. Ltd.

872,000

3,084,319

Sumitomo Corp.

97,000

853,367

Sumitomo Metal Industries Ltd.

330,000

848,697

Sumitomo Mitsui Financial Group, Inc.

132

529,143

Sumitomo Trust & Banking Co. Ltd.

117,000

541,809

Takeda Pharmaceutical Co. Ltd.

22,200

1,102,956

Tokuyama Corp.

295,000

1,493,853

Toyota Motor Corp.

150,800

5,888,579

Xebio Co. Ltd.

61,200

1,044,818

Yamada Denki Co. Ltd.

12,060

656,394

TOTAL JAPAN

33,293,645

Kazakhstan - 0.4%

JSC Halyk Bank of Kazakhstan unit

140,800

598,400

Korea (South) - 0.2%

Shinhan Financial Group Co. Ltd.

15,390

375,570

Mexico - 0.6%

America Movil SAB de CV Series L sponsored ADR

33,200

1,027,208

Netherlands - 1.5%

Heineken NV (Bearer)

20,200

681,411

Common Stocks - continued

Shares

Value

Netherlands - continued

ING Groep NV sponsored ADR (d)

54,600

$ 508,326

Koninklijke KPN NV

99,100

1,395,644

TOTAL NETHERLANDS

2,585,381

Norway - 3.0%

DnB Nor ASA

200,000

1,159,067

Orkla ASA (A Shares)

348,750

2,321,704

Petroleum Geo-Services ASA (a)

195,250

972,230

StatoilHydro ASA sponsored ADR

32,200

647,220

TOTAL NORWAY

5,100,221

Philippines - 0.7%

Philippine Long Distance Telephone Co. sponsored ADR

29,100

1,190,190

Russia - 0.9%

OAO Gazprom sponsored ADR

78,300

1,601,235

Singapore - 1.2%

DBS Group Holdings Ltd.

272,000

2,076,311

South Africa - 0.5%

Impala Platinum Holdings Ltd.

82,100

847,890

Spain - 3.6%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

127,800

1,482,480

Banco Santander SA

174,400

1,886,164

Telefonica SA sponsored ADR

47,800

2,653,378

TOTAL SPAIN

6,022,022

Sweden - 0.5%

Telefonaktiebolaget LM Ericsson (B Shares)

132,600

902,487

Switzerland - 7.5%

EFG International

63,690

1,370,798

Nestle SA (Reg.)

20,489

796,584

Roche Holding AG (participation certificate)

37,748

5,771,438

Sonova Holding AG

18,842

782,727

Swiss Life Holding AG

9,690

872,940

Zurich Financial Services AG (Reg.)

15,415

3,126,685

TOTAL SWITZERLAND

12,721,172

Taiwan - 0.3%

Advanced Semiconductor Engineering, Inc.

390,993

166,477

Hon Hai Precision Industry Co. Ltd. (Foxconn)

174,000

422,010

TOTAL TAIWAN

588,487

Common Stocks - continued

Shares

Value

Thailand - 0.1%

Total Access Communication PCL unit

216,000

$ 154,379

Turkey - 0.1%

Turkiye Garanti Bankasi AS (a)

82,000

133,873

United Kingdom - 14.2%

Aegis Group PLC

821,800

865,981

Anglo American PLC (United Kingdom)

38,195

958,243

BAE Systems PLC

224,200

1,260,064

Barratt Developments PLC

40,600

50,538

BHP Billiton PLC

23,200

393,900

British American Tobacco PLC (United Kingdom)

11,500

315,398

easyJet PLC (a)

169,400

844,962

HBOS PLC

394,809

646,392

HSBC Holdings PLC (United Kingdom) (Reg.)

86,205

1,020,905

Informa PLC

135,400

458,674

Man Group PLC

203,100

1,172,449

Misys PLC

222,200

397,821

National Grid PLC

30,100

339,038

Prudential PLC

252,728

1,269,382

Rio Tinto PLC (Reg.)

26,100

1,219,037

Royal Bank of Scotland Group PLC

1,135,181

1,250,266

Royal Dutch Shell PLC Class A sponsored ADR

112,700

6,289,791

Tesco PLC

106,000

580,714

Vodafone Group PLC

372,400

716,303

Vodafone Group PLC sponsored ADR

195,812

3,773,297

Xstrata PLC

11,800

201,806

TOTAL UNITED KINGDOM

24,024,961

TOTAL COMMON STOCKS

(Cost $290,059,335)

166,826,230

Nonconvertible Preferred Stocks - 0.8%

 

 

 

 

Germany - 0.2%

ProSiebenSat.1 Media AG

89,600

270,434

Italy - 0.6%

Fiat SpA (Risp)

27,800

126,000

Telecom Italia SpA (Risp)

1,172,100

986,350

TOTAL ITALY

1,112,350

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $3,399,874)

1,382,784

Money Market Funds - 1.5%

Shares

Value

Fidelity Cash Central Fund, 1.81% (b)

807,368

$ 807,368

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

1,638,860

1,638,860

TOTAL MONEY MARKET FUNDS

(Cost $2,446,228)

2,446,228

TOTAL INVESTMENT PORTFOLIO - 100.7%

(Cost $295,905,437)

170,655,242

NET OTHER ASSETS - (0.7)%

(1,169,534)

NET ASSETS - 100%

$ 169,485,708

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 102,969

Fidelity Securities Lending Cash Central Fund

417,002

Total

$ 519,971

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $17,062,233 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $1,573,351) - See accompanying schedule:

Unaffiliated issuers (cost $293,459,209)

$ 168,209,014

 

Fidelity Central Funds (cost $2,446,228)

2,446,228

 

Total Investments (cost $295,905,437)

 

$ 170,655,242

Foreign currency held at value (cost $11,124)

11,206

Receivable for investments sold

782,358

Receivable for fund shares sold

126,211

Dividends receivable

756,476

Distributions receivable from Fidelity Central Funds

13,358

Prepaid expenses

110

Other receivables

10,852

Total assets

172,355,813

 

 

 

Liabilities

Payable for investments purchased

$ 787,826

Payable for fund shares redeemed

235,454

Accrued management fee

76,047

Distribution fees payable

4,028

Other affiliated payables

62,661

Other payables and accrued expenses

65,229

Collateral on securities loaned, at value

1,638,860

Total liabilities

2,870,105

 

 

 

Net Assets

$ 169,485,708

Net Assets consist of:

 

Paid in capital

$ 310,179,781

Undistributed net investment income

5,906,440

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(21,368,384)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(125,232,129)

Net Assets

$ 169,485,708

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($2,854,331 ÷ 481,103 shares)

$ 5.93

 

 

 

Maximum offering price per share (100/94.25 of $5.93)

$ 6.29

Class T:
Net Asset Value
and redemption price per share ($2,086,796 ÷ 353,285 shares)

$ 5.91

 

 

 

Maximum offering price per share (100/96.50 of $5.91)

$ 6.12

Class B:
Net Asset Value
and offering price per share ($930,749 ÷ 158,228 shares)A

$ 5.88

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,784,476 ÷ 303,662 shares)A

$ 5.88

 

 

 

 

 

 

International Value:
Net Asset Value
, offering price and redemption price per share ($160,777,143 ÷ 27,001,723 shares)

$ 5.95

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,052,213 ÷ 176,561 shares)

$ 5.96

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 11,310,376

Income from Fidelity Central Funds

 

519,971

 

 

11,830,347

Less foreign taxes withheld

 

(1,004,576)

Total income

 

10,825,771

 

 

 

Expenses

Management fee
Basic fee

$ 2,219,944

Performance adjustment

37,496

Transfer agent fees

755,414

Distribution fees

100,125

Accounting and security lending fees

166,400

Custodian fees and expenses

74,291

Independent trustees' compensation

1,436

Registration fees

82,664

Audit

62,472

Legal

1,823

Miscellaneous

51,367

Total expenses before reductions

3,553,432

Expense reductions

(34,143)

3,519,289

Net investment income (loss)

7,306,482

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $20,535)

(21,080,305)

Foreign currency transactions

(178,048)

Total net realized gain (loss)

 

(21,258,353)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(181,075,670)

Assets and liabilities in foreign currencies

12,629

Total change in net unrealized appreciation (depreciation)

 

(181,063,041)

Net gain (loss)

(202,321,394)

Net increase (decrease) in net assets resulting from operations

$ (195,014,912)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 7,306,482

$ 6,846,508

Net realized gain (loss)

(21,258,353)

23,723,355

Change in net unrealized appreciation (depreciation)

(181,063,041)

43,769,419

Net increase (decrease) in net assets resulting
from operations

(195,014,912)

74,339,282

Distributions to shareholders from net investment income

(5,562,901)

(978,516)

Distributions to shareholders from net realized gain

(18,717,865)

(557,946)

Total distributions

(24,280,766)

(1,536,462)

Share transactions - net increase (decrease)

(16,138,151)

101,052,444

Redemption fees

26,598

30,746

Total increase (decrease) in net assets

(235,407,231)

173,886,010

 

 

 

Net Assets

Beginning of period

404,892,939

231,006,929

End of period (including undistributed net investment income of $5,906,440 and undistributed net investment income of $6,624,232, respectively)

$ 169,485,708

$ 404,892,939

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.02

$ 10.60

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .21

  .18

  .06 H

Net realized and unrealized gain (loss)

  (6.53)

  2.29

  .54

Total from investment operations

  (6.32)

  2.47

  .60

Distributions from net investment income

  (.15)

  (.03)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.77)

  (.05)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.93

$ 13.02

$ 10.60

Total Return B, C, D

  (51.50)%

  23.43%

  6.00%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  1.42%

  1.38%

  1.75% A

Expenses net of fee waivers, if any

  1.42%

  1.38%

  1.50% A

Expenses net of all reductions

  1.41%

  1.37%

  1.46% A

Net investment income (loss)

  2.05%

  1.49%

  1.29% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,854

$ 6,052

$ 1,537

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .63%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.99

$ 10.59

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .18

  .15

  .05 H

Net realized and unrealized gain (loss)

  (6.50)

  2.29

  .54

Total from investment operations

  (6.32)

  2.44

  .59

Distributions from net investment income

  (.14)

  (.02)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.76)

  (.04)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.91

$ 12.99

$ 10.59

Total Return B, C, D

  (51.60)%

  23.13%

  5.90%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  1.67%

  1.60%

  2.01% A

Expenses net of fee waivers, if any

  1.67%

  1.60%

  1.75% A

Expenses net of all reductions

  1.66%

  1.58%

  1.71% A

Net investment income (loss)

  1.80%

  1.27%

  1.04% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,087

$ 5,081

$ 1,789

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .38%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.93

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  (6.48)

  2.29

  .54

Total from investment operations

  (6.35)

  2.38

  .56

Distributions from net investment income

  (.08)

  -

  -

Distributions from net realized gain

  (.62)

  (.01)

  -

Total distributions

  (.70)

  (.01)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.88

$ 12.93

$ 10.56

Total Return B, C, D

  (51.85)%

  22.59%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  2.18%

  2.10%

  2.50% A

Expenses net of fee waivers, if any

  2.18%

  2.10%

  2.25% A

Expenses net of all reductions

  2.17%

  2.08%

  2.21% A

Net investment income (loss)

  1.29%

  .77%

  .54% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 931

$ 2,651

$ 1,304

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.92

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  (6.47)

  2.29

  .54

Total from investment operations

  (6.34)

  2.38

  .56

Distributions from net investment income

  (.08)

  -

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.70)

  (.02)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.88

$ 12.92

$ 10.56

Total Return B, C, D

  (51.80)%

  22.56%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  2.17%

  2.07%

  2.47% A

Expenses net of fee waivers, if any

  2.17%

  2.07%

  2.25% A

Expenses net of all reductions

  2.16%

  2.05%

  2.21% A

Net investment income (loss)

  1.30%

  .80%

  .54% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,784

$ 5,996

$ 2,183

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Value

Years ended October 31,
2008
2007
2006 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.06

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .24

  .22

  .07 G

Net realized and unrealized gain (loss)

  (6.54)

  2.29

  .54

Total from investment operations

  (6.30)

  2.51

  .61

Distributions from net investment income

  (.19)

  (.04)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.81)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

Net asset value, end of period

$ 5.95

$ 13.06

$ 10.61

Total Return B, C

  (51.34)%

  23.81%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

Expenses before reductions

  1.10%

  1.03%

  1.50% A

Expenses net of fee waivers, if any

  1.10%

  1.03%

  1.25% A

Expenses net of all reductions

  1.09%

  1.02%

  1.21% A

Net investment income (loss)

  2.37%

  1.84%

  1.54% A, G

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 160,777

$ 381,148

$ 221,130

Portfolio turnover rate F

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.07

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .25

  .22

  .07 G

Net realized and unrealized gain (loss)

  (6.54)

  2.30

  .54

Total from investment operations

  (6.29)

  2.52

  .61

Distributions from net investment income

  (.20)

  (.04)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.82)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

Net asset value, end of period

$ 5.96

$ 13.07

$ 10.61

Total Return B, C

  (51.27)%

  23.91%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

Expenses before reductions

  1.02%

  .98%

  1.38% A

Expenses net of fee waivers, if any

  1.02%

  .98%

  1.25% A

Expenses net of all reductions

  1.01%

  .96%

  1.21% A

Net investment income (loss)

  2.45%

  1.89%

  1.54% A, G

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,052

$ 3,965

$ 3,064

Portfolio turnover rate F

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Value Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Value and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 807,051

Unrealized depreciation

(130,345,335)

Net unrealized appreciation (depreciation)

(129,538,284)

Undistributed ordinary income

2,463,569

Capital loss carryforward

(17,062,233)

 

 

Cost for federal income tax purposes

$ 300,193,526

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 14,016,131

$ 1,536,462

Long-term Capital Gains

10,264,635

-

Total

$ 24,280,766

$ 1,536,462

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $212,491,909 and $242,763,038, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Value as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .72% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 13,754

$ 2,352

Class T

.25%

.25%

20,752

3,584

Class B

.75%

.25%

21,357

18,195

Class C

.75%

.25%

44,262

14,734

 

 

 

$ 100,125

$ 38,865

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 6,886

Class T

1,276

Class B*

3,402

Class C*

626

 

$ 12,190

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR was the transfer agent for International Value. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 16,622

.30

Class T

12,810

.31

Class B

6,621

.31

Class C

13,325

.30

International Value

701,661

.24

Institutional Class

4,375

.16

 

$ 755,414

 

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $982 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $652 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $417,002.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $34,143 for the period.

Annual Report

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 71,381

$ 5,613

Class T

53,705

4,267

Class B

15,783

-

Class C

37,642

-

International Value

5,325,187

956,069

Institutional Class

59,203

12,567

Total

$ 5,562,901

$ 978,516

From net realized gain

 

 

Class A

$ 297,020

$ 3,983

Class T

246,645

4,693

Class B

128,753

1,788

Class C

295,420

4,566

International Value

17,561,793

536,333

Institutional Class

188,234

6,583

Total

$ 18,717,865

$ 557,946

Annual Report

Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

298,063

556,341

$ 3,154,503

$ 6,434,905

Reinvestment of distributions

30,184

863

357,686

9,431

Shares redeemed

(312,021)

(237,384)

(3,010,663)

(2,953,175)

Net increase (decrease)

16,226

319,820

$ 501,526

$ 3,491,161

Class T

 

 

 

 

Shares sold

169,412

281,943

$ 1,740,848

$ 3,296,913

Reinvestment of distributions

21,586

806

255,358

8,796

Shares redeemed

(228,991)

(60,435)

(2,152,407)

(714,379)

Net increase (decrease)

(37,993)

222,314

$ (156,201)

$ 2,591,330

Class B

 

 

 

 

Shares sold

48,187

114,852

$ 472,858

$ 1,342,524

Reinvestment of distributions

10,866

151

128,544

1,653

Shares redeemed

(105,867)

(33,404)

(916,142)

(398,508)

Net increase (decrease)

(46,814)

81,599

$ (314,740)

$ 945,669

Class C

 

 

 

 

Shares sold

114,256

337,076

$ 1,072,554

$ 3,929,869

Reinvestment of distributions

22,711

319

268,223

3,483

Shares redeemed

(297,329)

(80,082)

(2,692,615)

(988,817)

Net increase (decrease)

(160,362)

257,313

$ (1,351,838)

$ 2,944,535

International Value

 

 

 

 

Shares sold

13,343,931

26,426,338

$ 131,489,328

$ 309,978,984

Reinvestment of distributions

1,810,134

127,337

21,468,187

1,391,798

Shares redeemed

(17,329,561)

(18,219,061)

(166,721,411)

(220,454,791)

Net increase (decrease)

(2,175,496)

8,334,614

$ (13,763,896)

$ 90,915,991

Institutional Class

 

 

 

 

Shares sold

50,248

75,655

$ 566,166

$ 870,496

Reinvestment of distributions

6,826

692

80,952

7,564

Shares redeemed

(183,848)

(61,819)

(1,700,120)

(714,302)

Net increase (decrease)

(126,774)

14,528

$ (1,053,002)

$ 163,758

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Value Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Value Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and for the period from May 18, 2006 (commencement of operations) to October 31, 2006. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Value Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended, and for the period from May 18, 2006 (commencement of operations) to October 31, 2006 in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment:1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

The fund designates 47% of the dividends distributed in December 2006 during the fiscal year as amounts which may be taken into account as a dividend for the purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

International Value Fund

12/10/2007

$0.204

$0.0319

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Value Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2007, the total returns of Institutional Class (Class I) and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Value Fund


fid1752

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the second quartile for the period shown. The Board also stated that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Value Fund


fid1754

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for 2007 represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Value (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation
Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.
Boston, MA

Fidelity Service Company, Inc.
Boston, MA

Custodian

The Northern Trust Company
Chicago, Illinois

The Fidelity Telephone Connection

Mutual Fund 24-Hour Service

Exchanges/Redemptions
and Account Assistance 1-800-544-6666

Product Information 1-800-544-8888

Retirement Accounts 1-800-544-4774
(8 a.m. - 9 p.m.)

TDD Service 1-800-544-0118
for the deaf and hearing impaired
(9 a.m. - 9 p.m. Eastern time)

Fidelity Automated Service
Telephone (FAST®) fid235 1-800-544-5555

fid235 Automated line for quickest service

FIV-UANN-1208
1.827481.102

fid1036

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Value
Fund - Class A, Class T, Class B
and Class C

Annual Report

October 31, 2008

Class A, Class T, Class B, and Class C are classes of Fidelity® International Value Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Life of
fund
A

Class A (incl. 5.75% sales charge)

-54.29%

-18.87%

Class T (incl. 3.50% sales charge)

-53.29%

-18.27%

Class B (incl. contingent deferred sales charge)B

-54.12%

-18.45%

Class C (incl. contingent deferred sales charge)C

-52.25%

-17.46%

A From May 18, 2006.

B Class B shares' contingent deferred sales charges included in the past one year and life of fund total return figures are 5% and 3%, respectively.

C Class C shares' contingent deferred sales charges included in the past one year and life of fund total return figures are 1% and 0%, respectively.

Annual Report

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Value Fund - Class A on May 18, 2006, when the fund started, and the current 5.75% sales charge was paid. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE®) Value Index performed over the same period.


fid1772

In prior years, the performance from year to year was represented by the performance of Class T. Going forward, the fund's performance will be represented by Class A for consistency with other fund materials.

Annual Report

Management's Discussion of Fund Performance

Comments from George Stairs, Portfolio Manager of Fidelity Advisor International Value Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year, the fund's Class A, Class T, Class B and Class C shares fell 51.50%, 51.60%, 51.85% and 51.80%, respectively (excluding sales charges), compared with a 48.32% decline for the MSCI EAFE Value index, both sets of returns reflecting the extremely poor performance of equities across the international markets. From a sector allocation perspective, the fund was properly positioned, particularly with its big underweighting in financials and slight overweightings in utilities and energy, which helped performance versus the index. Where it underperformed was in stock selection, with the greatest damage coming from picks in the banks, energy, utilities and media groups, as well as in materials. Among the biggest detractors were such names as UniCredit, a large Italian bank; Petroleum Geo-Services, a Norwegian energy services firm not held in the index; and BP, the big British integrated oil firm, which did relatively well and hurt us because we were significantly underweighted in the stock and eventually sold the position. Productive stock selection in the pharmaceuticals, biotechnology and life science group, as well as in diversified financials and transportation, offset some of our shortfall versus the MSCI benchmark. Top contributors included Swiss drug maker Roche Holding and Japanese passenger rail system East Japan Railway.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to October 31, 2008

Class A

1.41%

 

 

 

Actual

 

$ 1,000.00

$ 534.70

$ 5.44

HypotheticalA

 

$ 1,000.00

$ 1,018.05

$ 7.15

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 534.40

$ 6.40

HypotheticalA

 

$ 1,000.00

$ 1,016.79

$ 8.42

Class B

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 532.60

$ 8.32

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Class C

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 533.10

$ 8.32

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

International Value

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 535.60

$ 4.25

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.58

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 536.00

$ 3.86

HypotheticalA

 

$ 1,000.00

$ 1,020.11

$ 5.08

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 19.6%

fid910

United Kingdom 14.2%

fid912

Germany 13.5%

fid914

France 11.5%

fid916

Switzerland 7.5%

fid1003

Italy 4.8%

fid918

Spain 3.6%

fid920

Norway 3.0%

fid922

Cayman Islands 2.6%

fid926

Other 19.7%

fid1784

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

Japan 17.8%

fid910

United Kingdom 14.8%

fid912

Germany 11.3%

fid914

France 8.8%

fid916

Switzerland 6.1%

fid1003

Spain 5.3%

fid918

United States of America 4.5%

fid920

Italy 4.5%

fid922

Norway 4.4%

fid926

Other 22.5%

fid1796

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.2

97.1

Short-Term Investments and Net Other Assets

0.8

2.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.7

2.7

Toyota Motor Corp. (Japan, Automobiles)

3.5

2.5

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

3.4

2.4

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.) (Germany, Insurance)

3.0

1.9

E.ON AG (Germany, Electric Utilities)

2.9

2.1

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

2.6

2.8

Total SA sponsored ADR (France, Oil, Gas & Consumable Fuels)

2.6

1.6

AXA SA sponsored ADR (France, Insurance)

2.6

2.2

UniCredit SpA (Italy, Commercial Banks)

2.5

3.1

Allianz AG sponsored ADR (Germany, Insurance)

2.4

2.5

 

29.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

32.2

33.1

Energy

14.9

15.4

Consumer Discretionary

9.5

10.2

Industrials

9.2

9.6

Utilities

8.2

6.2

Telecommunication Services

7.0

4.4

Materials

5.9

6.7

Health Care

5.1

3.5

Information Technology

4.0

4.7

Consumer Staples

3.2

3.3

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.4%

Shares

Value

Australia - 2.1%

AMP Ltd.

388,042

$ 1,410,774

Macquarie Airports unit

462,720

657,723

Macquarie Group Ltd. (d)

34,191

677,961

Macquarie Infrastructure Group unit

593,083

776,966

TOTAL AUSTRALIA

3,523,424

Bermuda - 0.7%

Seadrill Ltd.

128,500

1,237,198

Brazil - 1.4%

Petroleo Brasileiro SA - Petrobras sponsored ADR

49,700

1,336,433

Uniao de Bancos Brasileiros SA (Unibanco) GDR

15,100

952,508

TOTAL BRAZIL

2,288,941

Canada - 1.3%

Canadian Natural Resources Ltd.

8,100

408,560

First Quantum Minerals Ltd.

34,000

716,205

Nexen, Inc.

29,800

473,024

Petrobank Energy & Resources Ltd. (a)

33,800

644,717

TOTAL CANADA

2,242,506

Cayman Islands - 2.6%

Chaoda Modern Agriculture (Holdings) Ltd.

1,478,800

1,041,847

Subsea 7, Inc. (a)

41,000

325,902

Transocean, Inc. (a)

37,739

3,107,052

TOTAL CAYMAN ISLANDS

4,474,801

China - 0.4%

China Construction Bank Corp. (H Shares)

939,000

465,815

Nine Dragons Paper (Holdings) Ltd.

1,087,000

187,456

TOTAL CHINA

653,271

Cyprus - 0.4%

Marfin Popular Bank Public Co.

182,371

617,712

Denmark - 0.1%

Vestas Wind Systems AS (a)

4,500

184,319

Finland - 1.1%

Fortum Oyj

13,200

324,404

Nokia Corp. sponsored ADR

98,600

1,496,748

TOTAL FINLAND

1,821,152

France - 11.5%

Accor SA

13,400

521,331

Common Stocks - continued

Shares

Value

France - continued

AXA SA sponsored ADR (d)

231,500

$ 4,331,365

BNP Paribas SA

49,400

3,566,744

Compagnie de St. Gobain

13,700

528,639

GDF Suez

33,989

1,519,294

Renault SA

9,400

288,089

Total SA:

Series B

43,700

2,404,087

sponsored ADR

80,500

4,462,920

Unibail-Rodamco

12,072

1,810,615

TOTAL FRANCE

19,433,084

Germany - 13.3%

Allianz AG sponsored ADR

527,900

4,001,482

BASF AG

16,700

561,558

Daimler AG

114,700

3,957,150

E.ON AG

130,300

4,984,860

GEA Group AG

11,600

169,522

GFK AG

21,800

430,496

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

38,200

5,070,095

RWE AG

37,300

3,117,125

Tognum AG

29,900

332,442

TOTAL GERMANY

22,624,730

Greece - 0.4%

Public Power Corp. of Greece

51,600

638,043

Hong Kong - 1.7%

China Overseas Land & Investment Ltd.

450,000

508,167

Swire Pacific Ltd. (A Shares)

340,300

2,396,628

TOTAL HONG KONG

2,904,795

India - 0.7%

Satyam Computer Services Ltd. sponsored ADR

63,600

1,000,428

Suzlon Energy Ltd.

177,784

161,161

TOTAL INDIA

1,161,589

Ireland - 1.2%

Bank of Ireland

134,771

397,944

C&C Group PLC

103,600

150,697

CRH PLC sponsored ADR (d)

68,800

1,455,808

TOTAL IRELAND

2,004,449

Israel - 0.4%

Israel Chemicals Ltd.

69,400

672,725

Common Stocks - continued

Shares

Value

Italy - 4.2%

ENI SpA sponsored ADR

32,300

$ 1,552,015

Fiat SpA

49,200

391,029

Finmeccanica SpA

73,400

898,002

UniCredit SpA

1,740,700

4,259,013

TOTAL ITALY

7,100,059

Japan - 19.6%

Aeon Co. Ltd.

172,700

1,655,948

Canon, Inc.

12,350

432,125

Denso Corp.

76,100

1,483,158

East Japan Railway Co.

243

1,729,101

Ibiden Co. Ltd.

20,300

379,722

JSR Corp.

49,500

558,325

Konica Minolta Holdings, Inc.

183,500

1,205,039

Miraca Holdings, Inc.

68,600

1,106,238

Mitsubishi Estate Co. Ltd.

25,000

446,561

Mitsui & Co. Ltd.

464,000

4,495,703

Nomura Holdings, Inc.

47,000

445,271

Obic Co. Ltd.

3,880

474,898

ORIX Corp.

27,620

2,837,621

Osaka Gas Co. Ltd.

872,000

3,084,319

Sumitomo Corp.

97,000

853,367

Sumitomo Metal Industries Ltd.

330,000

848,697

Sumitomo Mitsui Financial Group, Inc.

132

529,143

Sumitomo Trust & Banking Co. Ltd.

117,000

541,809

Takeda Pharmaceutical Co. Ltd.

22,200

1,102,956

Tokuyama Corp.

295,000

1,493,853

Toyota Motor Corp.

150,800

5,888,579

Xebio Co. Ltd.

61,200

1,044,818

Yamada Denki Co. Ltd.

12,060

656,394

TOTAL JAPAN

33,293,645

Kazakhstan - 0.4%

JSC Halyk Bank of Kazakhstan unit

140,800

598,400

Korea (South) - 0.2%

Shinhan Financial Group Co. Ltd.

15,390

375,570

Mexico - 0.6%

America Movil SAB de CV Series L sponsored ADR

33,200

1,027,208

Netherlands - 1.5%

Heineken NV (Bearer)

20,200

681,411

Common Stocks - continued

Shares

Value

Netherlands - continued

ING Groep NV sponsored ADR (d)

54,600

$ 508,326

Koninklijke KPN NV

99,100

1,395,644

TOTAL NETHERLANDS

2,585,381

Norway - 3.0%

DnB Nor ASA

200,000

1,159,067

Orkla ASA (A Shares)

348,750

2,321,704

Petroleum Geo-Services ASA (a)

195,250

972,230

StatoilHydro ASA sponsored ADR

32,200

647,220

TOTAL NORWAY

5,100,221

Philippines - 0.7%

Philippine Long Distance Telephone Co. sponsored ADR

29,100

1,190,190

Russia - 0.9%

OAO Gazprom sponsored ADR

78,300

1,601,235

Singapore - 1.2%

DBS Group Holdings Ltd.

272,000

2,076,311

South Africa - 0.5%

Impala Platinum Holdings Ltd.

82,100

847,890

Spain - 3.6%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

127,800

1,482,480

Banco Santander SA

174,400

1,886,164

Telefonica SA sponsored ADR

47,800

2,653,378

TOTAL SPAIN

6,022,022

Sweden - 0.5%

Telefonaktiebolaget LM Ericsson (B Shares)

132,600

902,487

Switzerland - 7.5%

EFG International

63,690

1,370,798

Nestle SA (Reg.)

20,489

796,584

Roche Holding AG (participation certificate)

37,748

5,771,438

Sonova Holding AG

18,842

782,727

Swiss Life Holding AG

9,690

872,940

Zurich Financial Services AG (Reg.)

15,415

3,126,685

TOTAL SWITZERLAND

12,721,172

Taiwan - 0.3%

Advanced Semiconductor Engineering, Inc.

390,993

166,477

Hon Hai Precision Industry Co. Ltd. (Foxconn)

174,000

422,010

TOTAL TAIWAN

588,487

Common Stocks - continued

Shares

Value

Thailand - 0.1%

Total Access Communication PCL unit

216,000

$ 154,379

Turkey - 0.1%

Turkiye Garanti Bankasi AS (a)

82,000

133,873

United Kingdom - 14.2%

Aegis Group PLC

821,800

865,981

Anglo American PLC (United Kingdom)

38,195

958,243

BAE Systems PLC

224,200

1,260,064

Barratt Developments PLC

40,600

50,538

BHP Billiton PLC

23,200

393,900

British American Tobacco PLC (United Kingdom)

11,500

315,398

easyJet PLC (a)

169,400

844,962

HBOS PLC

394,809

646,392

HSBC Holdings PLC (United Kingdom) (Reg.)

86,205

1,020,905

Informa PLC

135,400

458,674

Man Group PLC

203,100

1,172,449

Misys PLC

222,200

397,821

National Grid PLC

30,100

339,038

Prudential PLC

252,728

1,269,382

Rio Tinto PLC (Reg.)

26,100

1,219,037

Royal Bank of Scotland Group PLC

1,135,181

1,250,266

Royal Dutch Shell PLC Class A sponsored ADR

112,700

6,289,791

Tesco PLC

106,000

580,714

Vodafone Group PLC

372,400

716,303

Vodafone Group PLC sponsored ADR

195,812

3,773,297

Xstrata PLC

11,800

201,806

TOTAL UNITED KINGDOM

24,024,961

TOTAL COMMON STOCKS

(Cost $290,059,335)

166,826,230

Nonconvertible Preferred Stocks - 0.8%

 

 

 

 

Germany - 0.2%

ProSiebenSat.1 Media AG

89,600

270,434

Italy - 0.6%

Fiat SpA (Risp)

27,800

126,000

Telecom Italia SpA (Risp)

1,172,100

986,350

TOTAL ITALY

1,112,350

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $3,399,874)

1,382,784

Money Market Funds - 1.5%

Shares

Value

Fidelity Cash Central Fund, 1.81% (b)

807,368

$ 807,368

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

1,638,860

1,638,860

TOTAL MONEY MARKET FUNDS

(Cost $2,446,228)

2,446,228

TOTAL INVESTMENT PORTFOLIO - 100.7%

(Cost $295,905,437)

170,655,242

NET OTHER ASSETS - (0.7)%

(1,169,534)

NET ASSETS - 100%

$ 169,485,708

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 102,969

Fidelity Securities Lending Cash Central Fund

417,002

Total

$ 519,971

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $17,062,233 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $1,573,351) - See accompanying schedule:

Unaffiliated issuers (cost $293,459,209)

$ 168,209,014

 

Fidelity Central Funds (cost $2,446,228)

2,446,228

 

Total Investments (cost $295,905,437)

 

$ 170,655,242

Foreign currency held at value (cost $11,124)

11,206

Receivable for investments sold

782,358

Receivable for fund shares sold

126,211

Dividends receivable

756,476

Distributions receivable from Fidelity Central Funds

13,358

Prepaid expenses

110

Other receivables

10,852

Total assets

172,355,813

 

 

 

Liabilities

Payable for investments purchased

$ 787,826

Payable for fund shares redeemed

235,454

Accrued management fee

76,047

Distribution fees payable

4,028

Other affiliated payables

62,661

Other payables and accrued expenses

65,229

Collateral on securities loaned, at value

1,638,860

Total liabilities

2,870,105

 

 

 

Net Assets

$ 169,485,708

Net Assets consist of:

 

Paid in capital

$ 310,179,781

Undistributed net investment income

5,906,440

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(21,368,384)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(125,232,129)

Net Assets

$ 169,485,708

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($2,854,331 ÷ 481,103 shares)

$ 5.93

 

 

 

Maximum offering price per share (100/94.25 of $5.93)

$ 6.29

Class T:
Net Asset Value
and redemption price per share ($2,086,796 ÷ 353,285 shares)

$ 5.91

 

 

 

Maximum offering price per share (100/96.50 of $5.91)

$ 6.12

Class B:
Net Asset Value
and offering price per share ($930,749 ÷ 158,228 shares)A

$ 5.88

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,784,476 ÷ 303,662 shares)A

$ 5.88

 

 

 

 

 

 

International Value:
Net Asset Value
, offering price and redemption price per share ($160,777,143 ÷ 27,001,723 shares)

$ 5.95

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,052,213 ÷ 176,561 shares)

$ 5.96

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 11,310,376

Income from Fidelity Central Funds

 

519,971

 

 

11,830,347

Less foreign taxes withheld

 

(1,004,576)

Total income

 

10,825,771

 

 

 

Expenses

Management fee
Basic fee

$ 2,219,944

Performance adjustment

37,496

Transfer agent fees

755,414

Distribution fees

100,125

Accounting and security lending fees

166,400

Custodian fees and expenses

74,291

Independent trustees' compensation

1,436

Registration fees

82,664

Audit

62,472

Legal

1,823

Miscellaneous

51,367

Total expenses before reductions

3,553,432

Expense reductions

(34,143)

3,519,289

Net investment income (loss)

7,306,482

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $20,535)

(21,080,305)

Foreign currency transactions

(178,048)

Total net realized gain (loss)

 

(21,258,353)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(181,075,670)

Assets and liabilities in foreign currencies

12,629

Total change in net unrealized appreciation (depreciation)

 

(181,063,041)

Net gain (loss)

(202,321,394)

Net increase (decrease) in net assets resulting from operations

$ (195,014,912)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 7,306,482

$ 6,846,508

Net realized gain (loss)

(21,258,353)

23,723,355

Change in net unrealized appreciation (depreciation)

(181,063,041)

43,769,419

Net increase (decrease) in net assets resulting
from operations

(195,014,912)

74,339,282

Distributions to shareholders from net investment income

(5,562,901)

(978,516)

Distributions to shareholders from net realized gain

(18,717,865)

(557,946)

Total distributions

(24,280,766)

(1,536,462)

Share transactions - net increase (decrease)

(16,138,151)

101,052,444

Redemption fees

26,598

30,746

Total increase (decrease) in net assets

(235,407,231)

173,886,010

 

 

 

Net Assets

Beginning of period

404,892,939

231,006,929

End of period (including undistributed net investment income of $5,906,440 and undistributed net investment income of $6,624,232, respectively)

$ 169,485,708

$ 404,892,939

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.02

$ 10.60

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .21

  .18

  .06 H

Net realized and unrealized gain (loss)

  (6.53)

  2.29

  .54

Total from investment operations

  (6.32)

  2.47

  .60

Distributions from net investment income

  (.15)

  (.03)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.77)

  (.05)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.93

$ 13.02

$ 10.60

Total Return B, C, D

  (51.50)%

  23.43%

  6.00%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  1.42%

  1.38%

  1.75% A

Expenses net of fee waivers, if any

  1.42%

  1.38%

  1.50% A

Expenses net of all reductions

  1.41%

  1.37%

  1.46% A

Net investment income (loss)

  2.05%

  1.49%

  1.29% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,854

$ 6,052

$ 1,537

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .63%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.99

$ 10.59

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .18

  .15

  .05 H

Net realized and unrealized gain (loss)

  (6.50)

  2.29

  .54

Total from investment operations

  (6.32)

  2.44

  .59

Distributions from net investment income

  (.14)

  (.02)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.76)

  (.04)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.91

$ 12.99

$ 10.59

Total Return B, C, D

  (51.60)%

  23.13%

  5.90%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  1.67%

  1.60%

  2.01% A

Expenses net of fee waivers, if any

  1.67%

  1.60%

  1.75% A

Expenses net of all reductions

  1.66%

  1.58%

  1.71% A

Net investment income (loss)

  1.80%

  1.27%

  1.04% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,087

$ 5,081

$ 1,789

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .38%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.93

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  (6.48)

  2.29

  .54

Total from investment operations

  (6.35)

  2.38

  .56

Distributions from net investment income

  (.08)

  -

  -

Distributions from net realized gain

  (.62)

  (.01)

  -

Total distributions

  (.70)

  (.01)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.88

$ 12.93

$ 10.56

Total Return B, C, D

  (51.85)%

  22.59%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  2.18%

  2.10%

  2.50% A

Expenses net of fee waivers, if any

  2.18%

  2.10%

  2.25% A

Expenses net of all reductions

  2.17%

  2.08%

  2.21% A

Net investment income (loss)

  1.29%

  .77%

  .54% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 931

$ 2,651

$ 1,304

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.92

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  (6.47)

  2.29

  .54

Total from investment operations

  (6.34)

  2.38

  .56

Distributions from net investment income

  (.08)

  -

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.70)

  (.02)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.88

$ 12.92

$ 10.56

Total Return B, C, D

  (51.80)%

  22.56%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  2.17%

  2.07%

  2.47% A

Expenses net of fee waivers, if any

  2.17%

  2.07%

  2.25% A

Expenses net of all reductions

  2.16%

  2.05%

  2.21% A

Net investment income (loss)

  1.30%

  .80%

  .54% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,784

$ 5,996

$ 2,183

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Value

Years ended October 31,
2008
2007
2006 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.06

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .24

  .22

  .07 G

Net realized and unrealized gain (loss)

  (6.54)

  2.29

  .54

Total from investment operations

  (6.30)

  2.51

  .61

Distributions from net investment income

  (.19)

  (.04)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.81)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

Net asset value, end of period

$ 5.95

$ 13.06

$ 10.61

Total Return B, C

  (51.34)%

  23.81%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

Expenses before reductions

  1.10%

  1.03%

  1.50% A

Expenses net of fee waivers, if any

  1.10%

  1.03%

  1.25% A

Expenses net of all reductions

  1.09%

  1.02%

  1.21% A

Net investment income (loss)

  2.37%

  1.84%

  1.54% A, G

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 160,777

$ 381,148

$ 221,130

Portfolio turnover rate F

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.07

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .25

  .22

  .07 G

Net realized and unrealized gain (loss)

  (6.54)

  2.30

  .54

Total from investment operations

  (6.29)

  2.52

  .61

Distributions from net investment income

  (.20)

  (.04)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.82)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

Net asset value, end of period

$ 5.96

$ 13.07

$ 10.61

Total Return B, C

  (51.27)%

  23.91%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

Expenses before reductions

  1.02%

  .98%

  1.38% A

Expenses net of fee waivers, if any

  1.02%

  .98%

  1.25% A

Expenses net of all reductions

  1.01%

  .96%

  1.21% A

Net investment income (loss)

  2.45%

  1.89%

  1.54% A, G

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,052

$ 3,965

$ 3,064

Portfolio turnover rate F

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Value Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Value and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 807,051

Unrealized depreciation

(130,345,335)

Net unrealized appreciation (depreciation)

(129,538,284)

Undistributed ordinary income

2,463,569

Capital loss carryforward

(17,062,233)

 

 

Cost for federal income tax purposes

$ 300,193,526

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 14,016,131

$ 1,536,462

Long-term Capital Gains

10,264,635

-

Total

$ 24,280,766

$ 1,536,462

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $212,491,909 and $242,763,038, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Value as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .72% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 13,754

$ 2,352

Class T

.25%

.25%

20,752

3,584

Class B

.75%

.25%

21,357

18,195

Class C

.75%

.25%

44,262

14,734

 

 

 

$ 100,125

$ 38,865

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 6,886

Class T

1,276

Class B*

3,402

Class C*

626

 

$ 12,190

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR was the transfer agent for International Value. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 16,622

.30

Class T

12,810

.31

Class B

6,621

.31

Class C

13,325

.30

International Value

701,661

.24

Institutional Class

4,375

.16

 

$ 755,414

 

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $982 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $652 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $417,002.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $34,143 for the period.

Annual Report

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 71,381

$ 5,613

Class T

53,705

4,267

Class B

15,783

-

Class C

37,642

-

International Value

5,325,187

956,069

Institutional Class

59,203

12,567

Total

$ 5,562,901

$ 978,516

From net realized gain

 

 

Class A

$ 297,020

$ 3,983

Class T

246,645

4,693

Class B

128,753

1,788

Class C

295,420

4,566

International Value

17,561,793

536,333

Institutional Class

188,234

6,583

Total

$ 18,717,865

$ 557,946

Annual Report

Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

298,063

556,341

$ 3,154,503

$ 6,434,905

Reinvestment of distributions

30,184

863

357,686

9,431

Shares redeemed

(312,021)

(237,384)

(3,010,663)

(2,953,175)

Net increase (decrease)

16,226

319,820

$ 501,526

$ 3,491,161

Class T

 

 

 

 

Shares sold

169,412

281,943

$ 1,740,848

$ 3,296,913

Reinvestment of distributions

21,586

806

255,358

8,796

Shares redeemed

(228,991)

(60,435)

(2,152,407)

(714,379)

Net increase (decrease)

(37,993)

222,314

$ (156,201)

$ 2,591,330

Class B

 

 

 

 

Shares sold

48,187

114,852

$ 472,858

$ 1,342,524

Reinvestment of distributions

10,866

151

128,544

1,653

Shares redeemed

(105,867)

(33,404)

(916,142)

(398,508)

Net increase (decrease)

(46,814)

81,599

$ (314,740)

$ 945,669

Class C

 

 

 

 

Shares sold

114,256

337,076

$ 1,072,554

$ 3,929,869

Reinvestment of distributions

22,711

319

268,223

3,483

Shares redeemed

(297,329)

(80,082)

(2,692,615)

(988,817)

Net increase (decrease)

(160,362)

257,313

$ (1,351,838)

$ 2,944,535

International Value

 

 

 

 

Shares sold

13,343,931

26,426,338

$ 131,489,328

$ 309,978,984

Reinvestment of distributions

1,810,134

127,337

21,468,187

1,391,798

Shares redeemed

(17,329,561)

(18,219,061)

(166,721,411)

(220,454,791)

Net increase (decrease)

(2,175,496)

8,334,614

$ (13,763,896)

$ 90,915,991

Institutional Class

 

 

 

 

Shares sold

50,248

75,655

$ 566,166

$ 870,496

Reinvestment of distributions

6,826

692

80,952

7,564

Shares redeemed

(183,848)

(61,819)

(1,700,120)

(714,302)

Net increase (decrease)

(126,774)

14,528

$ (1,053,002)

$ 163,758

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Value Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Value Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and for the period from May 18, 2006 (commencement of operations) to October 31, 2006. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Value Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended, and for the period from May 18, 2006 (commencement of operations) to October 31, 2006 in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment:1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

Class A designates 50%, Class T designates 52%, Class B designates 60%, and Class C designates 59% of the dividends distributed during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Class A

12/10/2007

$0.188

$0.0319

 

 

 

 

Class T

12/10/2007

$0.183

$0.0319

 

 

 

 

Class B

12/10/2007

$0.159

$0.0319

 

 

 

 

Class C

12/10/2007

$0.160

$0.0319

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Value Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2007, the total returns of Institutional Class (Class I) and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Value Fund


fid1798

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the second quartile for the period shown. The Board also stated that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Value Fund


fid1800

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for 2007 represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Value (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AFIV-UANN-1208
1.827496.102

fid959

(Fidelity Investment logo)(registered trademark)
Fidelity Advisor
International Value
Fund - Institutional Class

Annual Report

October 31, 2008

Institutional Class is
a class of Fidelity®
International Value Fund

(2_fidelity_logos) (Registered_Trademark)

Contents

Chairman's Message

<Click Here>

Ned Johnson's message to shareholders.

Performance

<Click Here>

How the fund has done over time.

Management's Discussion

<Click Here>

The manager's review of fund performance, strategy and outlook.

Shareholder Expense Example

<Click Here>

An example of shareholder expenses.

Investment Changes

<Click Here>

A summary of major shifts in the fund's investments over the past six months.

Investments

<Click Here>

A complete list of the fund's investments with their market values.

Financial Statements

<Click Here>

Statements of assets and liabilities, operations, and changes in net assets, as well as financial highlights.

Notes

<Click Here>

Notes to financial statements.

Report of Independent Registered Public Accounting Firm

<Click Here>

 

Trustees and Officers

<Click Here>

 

Distributions

<Click Here>

 

Proxy Voting Results

<Click Here>

 

Board Approval of Investment Advisory Contracts and Management Fees

<Click Here>

 

To view a fund's proxy voting guidelines and proxy voting record for the 12-month period ended June 30, visit http://www.fidelity.com (search for "proxy voting guidelines") or visit the Securities and Exchange Commission's (SEC) web site at http://www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

Standard & Poor's, S&P and S&P 500 are registered service marks of The McGraw-Hill Companies, Inc. and have been licensed for use by Fidelity Distributors Corporation.

Other third party marks appearing herein are the property of their respective owners.

All other marks appearing herein are registered or unregistered trademarks or service marks of FMR LLC or an affiliated company.

Annual Report

This report and the financial statements contained herein are submitted for the general information of the shareholders of the fund. This report is not authorized for distribution to prospective investors in the fund unless preceded or accompanied by an effective prospectus.

A fund files its complete schedule of portfolio holdings with the SEC for the first and third quarters of each fiscal year on Form N-Q. Forms N-Q are available on the SEC's web site at http://www.sec.gov. A fund's Forms N-Q may be reviewed and copied at the SEC's Public Reference Room in Washington, DC. Information regarding the operation of the SEC's Public Reference Room may be obtained by calling 1-800-SEC-0330. For a complete list of a fund's portfolio holdings, view the most recent holdings listing, semiannual report, or annual report on Fidelity's web site at http://www.fidelity.com or http://www.advisor.fidelity.com, as applicable.

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Turmoil has been the watchword for the world's securities markets in 2008, with domestic and international stocks down sharply amid the global credit squeeze. A flight to quality boosted returns for U.S. Treasuries, one of the few asset classes with positive results heading into the latter stages of the year. Financial markets are always unpredictable, but there are a number of time-tested principles that can put the historical odds in your favor.

One of the basic tenets is to invest for the long term. Over time, riding out the markets' inevitable ups and downs has proven much more effective than selling into panic or chasing the hottest trend. Even missing only a few of the markets' best days can significantly diminish investor returns. Patience also affords the benefits of compounding - of earning interest on additional income or reinvested dividends and capital gains. There are tax advantages and cost benefits to consider as well. The more you sell, the more taxes you pay, and the more you trade, the higher the costs. While staying the course doesn't eliminate risk, it can considerably lessen the effect of short-term declines.

You can further manage your investing risk through diversification. And today, more than ever, geographic diversification should be taken into account. Studies indicate that asset allocation is the single most important determinant of a portfolio's long-term success. The right mix of stocks, bonds and cash - aligned to your particular risk tolerance and investment objective - is very important. Age-appropriate rebalancing is also an essential aspect of asset allocation. For younger investors, an emphasis on equities - which historically have been the best-performing asset class over time - is encouraged. As investors near their specific goal, such as retirement or sending a child to college, consideration may be given to replacing volatile assets (e.g. common stocks) with more-stable fixed investments (bonds or savings plans).

A third investment principle - investing regularly - can help lower the average cost of your purchases. Investing a certain amount of money each month or quarter helps ensure you won't pay for all your shares at market highs. This strategy - known as dollar cost averaging - also reduces unconstructive "emotion" from investing, helping shareholders avoid selling weak performers just prior to an upswing, or chasing a hot performer just before a correction.

We invite you to contact us via the Internet, through our Investor Centers or over the phone. It is our privilege to provide you the information you need to make the investments that are right for you.

Sincerely,

/s/Edward C. Johnson 3d

Edward C. Johnson 3d

Annual Report

Performance: The Bottom Line

Average annual total return reflects the change in the value of an investment, assuming reinvestment of the class' dividend income and capital gains (the profits earned upon the sale of securities that have grown in value, if any) and assuming a constant rate of performance each year. The $10,000 table and the fund's returns do not reflect the deduction of taxes that a shareholder would pay on fund distributions or the redemption of fund shares. During periods of reimbursement by Fidelity, a fund's total return will be greater than it would be had the reimbursement not occurred. How a fund did yesterday is no guarantee of how it will do tomorrow.

Average Annual Total Returns

Periods ended October 31, 2008

Past 1
year

Life of
fund
A

Institutional Class

-51.27%

-16.57%

A From May 18, 2006.

$10,000 Over Life of Fund

Let's say hypothetically that $10,000 was invested in Fidelity Advisor International Value Fund - Institutional Class on May 18, 2006, when the fund started. The chart shows how the value of your investment would have changed, and also shows how the MSCI® Europe, Australasia, Far East (MSCI EAFE®) Value Index performed over the same period.


fid1816

Annual Report

Management's Discussion of Fund Performance

Comments from George Stairs, Portfolio Manager of Fidelity Advisor International Value Fund

In a dramatic reversal of what had been a multiyear global growth story, international stocks fell long and hard during the 12 months ending October 31, 2008, especially so during the latter stages of the period and mostly as a result of fallout from the financial crisis that emanated from the United States. The viral spread of this financial contagion - which began in the U.S. subprime mortgage market, then seized up the credit markets, hobbled major financial institutions and eventually slowed economic growth worldwide - left virtually no corner of the globe untouched. Developed international equity markets - as gauged by the MSCI® Europe, Australasia, Far East (EAFE®) Index, which monitors established markets outside the U.S. and Canada - fell 46.54%, while the Standard & Poor's 500SM Index, a measure of U.S. stocks, dropped 36.10%. Among countries constituting at least 1% of the EAFE index, Switzerland had the "least worst" showing, falling roughly 32%, followed by Japan, where stocks slid by around 37%. Meanwhile, the weakest overall performance came from Belgium, where stocks slipped by nearly 70%. In the United Kingdom, the largest component of the index, equities were down almost 48%. Emerging markets were the weakest performers among the global economies, declining 56.22% as measured by the MSCI Emerging Markets Index.

For the year, the fund's Institutional Class shares fell 51.27%, compared with a 48.32% decline for the MSCI EAFE Value index, both returns reflecting the extremely poor performance of equities across the international markets. From a sector allocation perspective, the fund was properly positioned, particularly with its big underweighting in financials and slight overweightings in utilities and energy, which helped performance versus the index. Where it underperformed was in stock selection, with the greatest damage coming from picks in the banks, energy, utilities and media groups, as well as in materials. Among the biggest detractors were such names as UniCredit, a large Italian bank; Petroleum Geo-Services, a Norwegian energy services firm not held in the index; and BP, the big British integrated oil firm, which did relatively well and hurt us because we were significantly underweighted in the stock and eventually sold the position. Productive stock selection in the pharmaceuticals, biotechnology and life science group, as well as in diversified financials and transportation, offset some of our shortfall versus the MSCI benchmark. Top contributors included Swiss drug maker Roche Holding and Japanese passenger rail system East Japan Railway.

The views expressed above reflect those of the portfolio manager(s) only through the end of the period as stated on the cover of this report and do not necessarily represent the views of Fidelity or any other person in the Fidelity organization. Any such views are subject to change at any time based upon market or other conditions and Fidelity disclaims any responsibility to update such views. These views may not be relied on as investment advice and, because investment decisions for a Fidelity fund are based on numerous factors, may not be relied on as an indication of trading intent on behalf of any Fidelity fund.

Annual Report

Shareholder Expense Example

As a shareholder of the Fund, you incur two types of costs: (1) transaction costs, including sales charges (loads) on purchase payments or redemption proceeds, redemption fees, and (2) ongoing costs, including management fees, distribution and/or service (12b-1) fees and other Fund expenses. This Example is intended to help you understand your ongoing costs (in dollars) of investing in the Fund and to compare these costs with the ongoing costs of investing in other mutual funds.

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (May 1, 2008 to October 31, 2008).

Actual Expenses

The first line of the accompanying table for each class of the Fund provides information about actual account values and actual expenses. You may use the information in this line, together with the amount you invested, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000.00 (for example, an $8,600 account value divided by $1,000.00 = 8.6), then multiply the result by the number in the first line for a class of the Fund under the heading entitled "Expenses Paid During Period" to estimate the expenses you paid on your account during this period. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Hypothetical Example for Comparison Purposes

The second line of the accompanying table for each class of the Fund provides information about hypothetical account values and hypothetical expenses based on a Class' actual expense ratio and an assumed rate of return of 5% per year before expenses, which is not the Class' actual return. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period. You may use this information to compare the ongoing costs of investing in the Fund and other funds. To do so, compare this 5% hypothetical example with the 5% hypothetical examples that appear in the shareholder reports of the other funds. A small balance maintenance fee of $12.00 that is charged once a year may apply for certain accounts with a value of less than $2,000. This fee is not included in the table below. If it was, the estimate of expenses you paid during the period would be higher, and your ending account value lower, by this amount. In addition, the Fund, as a shareholder in the underlying Fidelity Central Funds, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying Fidelity Central Funds. These fees and expenses are not included in the Fund's annualized expense ratio used to calculate the expense estimate in the table below.

Please note that the expenses shown in the table are meant to highlight your ongoing costs only and do not reflect any transaction costs. Therefore, the second line of the table is useful in comparing ongoing costs only, and will not help you determine the relative total costs of owning different funds. In addition, if these transactional costs were included, your costs would have been higher.

Annual Report

 

Annualized
Expense Ratio

Beginning
Account Value
May 1, 2008

Ending
Account Value
October 31, 2008

Expenses Paid
During Period
*
May 1, 2008 to October 31, 2008

Class A

1.41%

 

 

 

Actual

 

$ 1,000.00

$ 534.70

$ 5.44

HypotheticalA

 

$ 1,000.00

$ 1,018.05

$ 7.15

Class T

1.66%

 

 

 

Actual

 

$ 1,000.00

$ 534.40

$ 6.40

HypotheticalA

 

$ 1,000.00

$ 1,016.79

$ 8.42

Class B

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 532.60

$ 8.32

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

Class C

2.16%

 

 

 

Actual

 

$ 1,000.00

$ 533.10

$ 8.32

HypotheticalA

 

$ 1,000.00

$ 1,014.28

$ 10.94

International Value

1.10%

 

 

 

Actual

 

$ 1,000.00

$ 535.60

$ 4.25

HypotheticalA

 

$ 1,000.00

$ 1,019.61

$ 5.58

Institutional Class

1.00%

 

 

 

Actual

 

$ 1,000.00

$ 536.00

$ 3.86

HypotheticalA

 

$ 1,000.00

$ 1,020.11

$ 5.08

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio, multiplied by the average account value over the period, multiplied by 184/366 (to reflect the one-half year period).

Annual Report

Investment Changes (Unaudited)

Geographic Diversification (% of fund's net assets)

As of October 31, 2008

fid908

Japan 19.6%

fid910

United Kingdom 14.2%

fid912

Germany 13.5%

fid914

France 11.5%

fid916

Switzerland 7.5%

fid1003

Italy 4.8%

fid918

Spain 3.6%

fid920

Norway 3.0%

fid922

Cayman Islands 2.6%

fid926

Other 19.7%

fid1828

Percentages are adjusted for the effect of futures contracts, if applicable.

 

As of April 30, 2008

fid908

Japan 17.8%

fid910

United Kingdom 14.8%

fid912

Germany 11.3%

fid914

France 8.8%

fid916

Switzerland 6.1%

fid1003

Spain 5.3%

fid918

United States of America 4.5%

fid920

Italy 4.5%

fid922

Norway 4.4%

fid926

Other 22.5%

fid1840

Percentages are adjusted for the effect of futures contracts, if applicable.

Asset Allocation

 

% of fund's
net assets

% of fund's net assets
6 months ago

Stocks

99.2

97.1

Short-Term Investments and Net Other Assets

0.8

2.9

Top Ten Stocks as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Royal Dutch Shell PLC Class A sponsored ADR (United Kingdom, Oil, Gas & Consumable Fuels)

3.7

2.7

Toyota Motor Corp. (Japan, Automobiles)

3.5

2.5

Roche Holding AG (participation certificate) (Switzerland, Pharmaceuticals)

3.4

2.4

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.) (Germany, Insurance)

3.0

1.9

E.ON AG (Germany, Electric Utilities)

2.9

2.1

Mitsui & Co. Ltd. (Japan, Trading Companies & Distributors)

2.6

2.8

Total SA sponsored ADR (France, Oil, Gas & Consumable Fuels)

2.6

1.6

AXA SA sponsored ADR (France, Insurance)

2.6

2.2

UniCredit SpA (Italy, Commercial Banks)

2.5

3.1

Allianz AG sponsored ADR (Germany, Insurance)

2.4

2.5

 

29.2

 

Market Sectors as of October 31, 2008

 

% of fund's
net assets

% of fund's net assets
6 months ago

Financials

32.2

33.1

Energy

14.9

15.4

Consumer Discretionary

9.5

10.2

Industrials

9.2

9.6

Utilities

8.2

6.2

Telecommunication Services

7.0

4.4

Materials

5.9

6.7

Health Care

5.1

3.5

Information Technology

4.0

4.7

Consumer Staples

3.2

3.3

Annual Report

Investments October 31, 2008

Showing Percentage of Net Assets

Common Stocks - 98.4%

Shares

Value

Australia - 2.1%

AMP Ltd.

388,042

$ 1,410,774

Macquarie Airports unit

462,720

657,723

Macquarie Group Ltd. (d)

34,191

677,961

Macquarie Infrastructure Group unit

593,083

776,966

TOTAL AUSTRALIA

3,523,424

Bermuda - 0.7%

Seadrill Ltd.

128,500

1,237,198

Brazil - 1.4%

Petroleo Brasileiro SA - Petrobras sponsored ADR

49,700

1,336,433

Uniao de Bancos Brasileiros SA (Unibanco) GDR

15,100

952,508

TOTAL BRAZIL

2,288,941

Canada - 1.3%

Canadian Natural Resources Ltd.

8,100

408,560

First Quantum Minerals Ltd.

34,000

716,205

Nexen, Inc.

29,800

473,024

Petrobank Energy & Resources Ltd. (a)

33,800

644,717

TOTAL CANADA

2,242,506

Cayman Islands - 2.6%

Chaoda Modern Agriculture (Holdings) Ltd.

1,478,800

1,041,847

Subsea 7, Inc. (a)

41,000

325,902

Transocean, Inc. (a)

37,739

3,107,052

TOTAL CAYMAN ISLANDS

4,474,801

China - 0.4%

China Construction Bank Corp. (H Shares)

939,000

465,815

Nine Dragons Paper (Holdings) Ltd.

1,087,000

187,456

TOTAL CHINA

653,271

Cyprus - 0.4%

Marfin Popular Bank Public Co.

182,371

617,712

Denmark - 0.1%

Vestas Wind Systems AS (a)

4,500

184,319

Finland - 1.1%

Fortum Oyj

13,200

324,404

Nokia Corp. sponsored ADR

98,600

1,496,748

TOTAL FINLAND

1,821,152

France - 11.5%

Accor SA

13,400

521,331

Common Stocks - continued

Shares

Value

France - continued

AXA SA sponsored ADR (d)

231,500

$ 4,331,365

BNP Paribas SA

49,400

3,566,744

Compagnie de St. Gobain

13,700

528,639

GDF Suez

33,989

1,519,294

Renault SA

9,400

288,089

Total SA:

Series B

43,700

2,404,087

sponsored ADR

80,500

4,462,920

Unibail-Rodamco

12,072

1,810,615

TOTAL FRANCE

19,433,084

Germany - 13.3%

Allianz AG sponsored ADR

527,900

4,001,482

BASF AG

16,700

561,558

Daimler AG

114,700

3,957,150

E.ON AG

130,300

4,984,860

GEA Group AG

11,600

169,522

GFK AG

21,800

430,496

Muenchener Rueckversicherungs-Gesellschaft AG (Reg.)

38,200

5,070,095

RWE AG

37,300

3,117,125

Tognum AG

29,900

332,442

TOTAL GERMANY

22,624,730

Greece - 0.4%

Public Power Corp. of Greece

51,600

638,043

Hong Kong - 1.7%

China Overseas Land & Investment Ltd.

450,000

508,167

Swire Pacific Ltd. (A Shares)

340,300

2,396,628

TOTAL HONG KONG

2,904,795

India - 0.7%

Satyam Computer Services Ltd. sponsored ADR

63,600

1,000,428

Suzlon Energy Ltd.

177,784

161,161

TOTAL INDIA

1,161,589

Ireland - 1.2%

Bank of Ireland

134,771

397,944

C&C Group PLC

103,600

150,697

CRH PLC sponsored ADR (d)

68,800

1,455,808

TOTAL IRELAND

2,004,449

Israel - 0.4%

Israel Chemicals Ltd.

69,400

672,725

Common Stocks - continued

Shares

Value

Italy - 4.2%

ENI SpA sponsored ADR

32,300

$ 1,552,015

Fiat SpA

49,200

391,029

Finmeccanica SpA

73,400

898,002

UniCredit SpA

1,740,700

4,259,013

TOTAL ITALY

7,100,059

Japan - 19.6%

Aeon Co. Ltd.

172,700

1,655,948

Canon, Inc.

12,350

432,125

Denso Corp.

76,100

1,483,158

East Japan Railway Co.

243

1,729,101

Ibiden Co. Ltd.

20,300

379,722

JSR Corp.

49,500

558,325

Konica Minolta Holdings, Inc.

183,500

1,205,039

Miraca Holdings, Inc.

68,600

1,106,238

Mitsubishi Estate Co. Ltd.

25,000

446,561

Mitsui & Co. Ltd.

464,000

4,495,703

Nomura Holdings, Inc.

47,000

445,271

Obic Co. Ltd.

3,880

474,898

ORIX Corp.

27,620

2,837,621

Osaka Gas Co. Ltd.

872,000

3,084,319

Sumitomo Corp.

97,000

853,367

Sumitomo Metal Industries Ltd.

330,000

848,697

Sumitomo Mitsui Financial Group, Inc.

132

529,143

Sumitomo Trust & Banking Co. Ltd.

117,000

541,809

Takeda Pharmaceutical Co. Ltd.

22,200

1,102,956

Tokuyama Corp.

295,000

1,493,853

Toyota Motor Corp.

150,800

5,888,579

Xebio Co. Ltd.

61,200

1,044,818

Yamada Denki Co. Ltd.

12,060

656,394

TOTAL JAPAN

33,293,645

Kazakhstan - 0.4%

JSC Halyk Bank of Kazakhstan unit

140,800

598,400

Korea (South) - 0.2%

Shinhan Financial Group Co. Ltd.

15,390

375,570

Mexico - 0.6%

America Movil SAB de CV Series L sponsored ADR

33,200

1,027,208

Netherlands - 1.5%

Heineken NV (Bearer)

20,200

681,411

Common Stocks - continued

Shares

Value

Netherlands - continued

ING Groep NV sponsored ADR (d)

54,600

$ 508,326

Koninklijke KPN NV

99,100

1,395,644

TOTAL NETHERLANDS

2,585,381

Norway - 3.0%

DnB Nor ASA

200,000

1,159,067

Orkla ASA (A Shares)

348,750

2,321,704

Petroleum Geo-Services ASA (a)

195,250

972,230

StatoilHydro ASA sponsored ADR

32,200

647,220

TOTAL NORWAY

5,100,221

Philippines - 0.7%

Philippine Long Distance Telephone Co. sponsored ADR

29,100

1,190,190

Russia - 0.9%

OAO Gazprom sponsored ADR

78,300

1,601,235

Singapore - 1.2%

DBS Group Holdings Ltd.

272,000

2,076,311

South Africa - 0.5%

Impala Platinum Holdings Ltd.

82,100

847,890

Spain - 3.6%

Banco Bilbao Vizcaya Argentaria SA sponsored ADR (d)

127,800

1,482,480

Banco Santander SA

174,400

1,886,164

Telefonica SA sponsored ADR

47,800

2,653,378

TOTAL SPAIN

6,022,022

Sweden - 0.5%

Telefonaktiebolaget LM Ericsson (B Shares)

132,600

902,487

Switzerland - 7.5%

EFG International

63,690

1,370,798

Nestle SA (Reg.)

20,489

796,584

Roche Holding AG (participation certificate)

37,748

5,771,438

Sonova Holding AG

18,842

782,727

Swiss Life Holding AG

9,690

872,940

Zurich Financial Services AG (Reg.)

15,415

3,126,685

TOTAL SWITZERLAND

12,721,172

Taiwan - 0.3%

Advanced Semiconductor Engineering, Inc.

390,993

166,477

Hon Hai Precision Industry Co. Ltd. (Foxconn)

174,000

422,010

TOTAL TAIWAN

588,487

Common Stocks - continued

Shares

Value

Thailand - 0.1%

Total Access Communication PCL unit

216,000

$ 154,379

Turkey - 0.1%

Turkiye Garanti Bankasi AS (a)

82,000

133,873

United Kingdom - 14.2%

Aegis Group PLC

821,800

865,981

Anglo American PLC (United Kingdom)

38,195

958,243

BAE Systems PLC

224,200

1,260,064

Barratt Developments PLC

40,600

50,538

BHP Billiton PLC

23,200

393,900

British American Tobacco PLC (United Kingdom)

11,500

315,398

easyJet PLC (a)

169,400

844,962

HBOS PLC

394,809

646,392

HSBC Holdings PLC (United Kingdom) (Reg.)

86,205

1,020,905

Informa PLC

135,400

458,674

Man Group PLC

203,100

1,172,449

Misys PLC

222,200

397,821

National Grid PLC

30,100

339,038

Prudential PLC

252,728

1,269,382

Rio Tinto PLC (Reg.)

26,100

1,219,037

Royal Bank of Scotland Group PLC

1,135,181

1,250,266

Royal Dutch Shell PLC Class A sponsored ADR

112,700

6,289,791

Tesco PLC

106,000

580,714

Vodafone Group PLC

372,400

716,303

Vodafone Group PLC sponsored ADR

195,812

3,773,297

Xstrata PLC

11,800

201,806

TOTAL UNITED KINGDOM

24,024,961

TOTAL COMMON STOCKS

(Cost $290,059,335)

166,826,230

Nonconvertible Preferred Stocks - 0.8%

 

 

 

 

Germany - 0.2%

ProSiebenSat.1 Media AG

89,600

270,434

Italy - 0.6%

Fiat SpA (Risp)

27,800

126,000

Telecom Italia SpA (Risp)

1,172,100

986,350

TOTAL ITALY

1,112,350

TOTAL NONCONVERTIBLE PREFERRED STOCKS

(Cost $3,399,874)

1,382,784

Money Market Funds - 1.5%

Shares

Value

Fidelity Cash Central Fund, 1.81% (b)

807,368

$ 807,368

Fidelity Securities Lending Cash Central Fund, 2.67% (b)(c)

1,638,860

1,638,860

TOTAL MONEY MARKET FUNDS

(Cost $2,446,228)

2,446,228

TOTAL INVESTMENT PORTFOLIO - 100.7%

(Cost $295,905,437)

170,655,242

NET OTHER ASSETS - (0.7)%

(1,169,534)

NET ASSETS - 100%

$ 169,485,708

Legend

(a) Non-income producing

(b) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(c) Investment made with cash collateral received from securities on loan.

(d) Security or a portion of the security is on loan at period end.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 102,969

Fidelity Securities Lending Cash Central Fund

417,002

Total

$ 519,971

Income Tax Information

At October 31, 2008, the fund had a capital loss carryforward of approximately $17,062,233 all of which will expire on October 31, 2016.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements

Statement of Assets and Liabilities

 

October 31, 2008

 

 

 

Assets

Investment in securities, at value (including securities loaned of $1,573,351) - See accompanying schedule:

Unaffiliated issuers (cost $293,459,209)

$ 168,209,014

 

Fidelity Central Funds (cost $2,446,228)

2,446,228

 

Total Investments (cost $295,905,437)

 

$ 170,655,242

Foreign currency held at value (cost $11,124)

11,206

Receivable for investments sold

782,358

Receivable for fund shares sold

126,211

Dividends receivable

756,476

Distributions receivable from Fidelity Central Funds

13,358

Prepaid expenses

110

Other receivables

10,852

Total assets

172,355,813

 

 

 

Liabilities

Payable for investments purchased

$ 787,826

Payable for fund shares redeemed

235,454

Accrued management fee

76,047

Distribution fees payable

4,028

Other affiliated payables

62,661

Other payables and accrued expenses

65,229

Collateral on securities loaned, at value

1,638,860

Total liabilities

2,870,105

 

 

 

Net Assets

$ 169,485,708

Net Assets consist of:

 

Paid in capital

$ 310,179,781

Undistributed net investment income

5,906,440

Accumulated undistributed net realized gain (loss) on investments and foreign currency transactions

(21,368,384)

Net unrealized appreciation (depreciation) on investments and assets and liabilities in foreign currencies

(125,232,129)

Net Assets

$ 169,485,708

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Assets and Liabilities - continued

 

October 31, 2008

 

 

 

Calculation of Maximum Offering Price
Class A:
Net Asset Value and redemption price per share ($2,854,331 ÷ 481,103 shares)

$ 5.93

 

 

 

Maximum offering price per share (100/94.25 of $5.93)

$ 6.29

Class T:
Net Asset Value
and redemption price per share ($2,086,796 ÷ 353,285 shares)

$ 5.91

 

 

 

Maximum offering price per share (100/96.50 of $5.91)

$ 6.12

Class B:
Net Asset Value
and offering price per share ($930,749 ÷ 158,228 shares)A

$ 5.88

 

 

 

Class C:
Net Asset Value
and offering price per share ($1,784,476 ÷ 303,662 shares)A

$ 5.88

 

 

 

 

 

 

International Value:
Net Asset Value
, offering price and redemption price per share ($160,777,143 ÷ 27,001,723 shares)

$ 5.95

 

 

 

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($1,052,213 ÷ 176,561 shares)

$ 5.96

A Redemption price per share is equal to net asset value less any applicable contingent deferred sales charge.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Statements - continued

Statement of Operations

 

Year ended October 31, 2008

 

 

 

Investment Income

 

 

Dividends

 

$ 11,310,376

Income from Fidelity Central Funds

 

519,971

 

 

11,830,347

Less foreign taxes withheld

 

(1,004,576)

Total income

 

10,825,771

 

 

 

Expenses

Management fee
Basic fee

$ 2,219,944

Performance adjustment

37,496

Transfer agent fees

755,414

Distribution fees

100,125

Accounting and security lending fees

166,400

Custodian fees and expenses

74,291

Independent trustees' compensation

1,436

Registration fees

82,664

Audit

62,472

Legal

1,823

Miscellaneous

51,367

Total expenses before reductions

3,553,432

Expense reductions

(34,143)

3,519,289

Net investment income (loss)

7,306,482

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

 

 

Unaffiliated issuers (net of foreign taxes of $20,535)

(21,080,305)

Foreign currency transactions

(178,048)

Total net realized gain (loss)

 

(21,258,353)

Change in net unrealized appreciation (depreciation) on:

Investment securities

(181,075,670)

Assets and liabilities in foreign currencies

12,629

Total change in net unrealized appreciation (depreciation)

 

(181,063,041)

Net gain (loss)

(202,321,394)

Net increase (decrease) in net assets resulting from operations

$ (195,014,912)

See accompanying notes which are an integral part of the financial statements.

Annual Report

Statement of Changes in Net Assets

 

Year ended
October 31,
2008

Year ended
October 31,
2007

Increase (Decrease) in Net Assets

 

 

Operations

 

 

Net investment income (loss)

$ 7,306,482

$ 6,846,508

Net realized gain (loss)

(21,258,353)

23,723,355

Change in net unrealized appreciation (depreciation)

(181,063,041)

43,769,419

Net increase (decrease) in net assets resulting
from operations

(195,014,912)

74,339,282

Distributions to shareholders from net investment income

(5,562,901)

(978,516)

Distributions to shareholders from net realized gain

(18,717,865)

(557,946)

Total distributions

(24,280,766)

(1,536,462)

Share transactions - net increase (decrease)

(16,138,151)

101,052,444

Redemption fees

26,598

30,746

Total increase (decrease) in net assets

(235,407,231)

173,886,010

 

 

 

Net Assets

Beginning of period

404,892,939

231,006,929

End of period (including undistributed net investment income of $5,906,440 and undistributed net investment income of $6,624,232, respectively)

$ 169,485,708

$ 404,892,939

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class A

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.02

$ 10.60

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .21

  .18

  .06 H

Net realized and unrealized gain (loss)

  (6.53)

  2.29

  .54

Total from investment operations

  (6.32)

  2.47

  .60

Distributions from net investment income

  (.15)

  (.03)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.77)

  (.05)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.93

$ 13.02

$ 10.60

Total Return B, C, D

  (51.50)%

  23.43%

  6.00%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  1.42%

  1.38%

  1.75% A

Expenses net of fee waivers, if any

  1.42%

  1.38%

  1.50% A

Expenses net of all reductions

  1.41%

  1.37%

  1.46% A

Net investment income (loss)

  2.05%

  1.49%

  1.29% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,854

$ 6,052

$ 1,537

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .63%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class T

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.99

$ 10.59

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .18

  .15

  .05 H

Net realized and unrealized gain (loss)

  (6.50)

  2.29

  .54

Total from investment operations

  (6.32)

  2.44

  .59

Distributions from net investment income

  (.14)

  (.02)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.76)

  (.04)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.91

$ 12.99

$ 10.59

Total Return B, C, D

  (51.60)%

  23.13%

  5.90%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  1.67%

  1.60%

  2.01% A

Expenses net of fee waivers, if any

  1.67%

  1.60%

  1.75% A

Expenses net of all reductions

  1.66%

  1.58%

  1.71% A

Net investment income (loss)

  1.80%

  1.27%

  1.04% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 2,087

$ 5,081

$ 1,789

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the sales charges.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .38%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class B

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.93

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  (6.48)

  2.29

  .54

Total from investment operations

  (6.35)

  2.38

  .56

Distributions from net investment income

  (.08)

  -

  -

Distributions from net realized gain

  (.62)

  (.01)

  -

Total distributions

  (.70)

  (.01)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.88

$ 12.93

$ 10.56

Total Return B, C, D

  (51.85)%

  22.59%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  2.18%

  2.10%

  2.50% A

Expenses net of fee waivers, if any

  2.18%

  2.10%

  2.25% A

Expenses net of all reductions

  2.17%

  2.08%

  2.21% A

Net investment income (loss)

  1.29%

  .77%

  .54% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 931

$ 2,651

$ 1,304

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Class C

Years ended October 31,
2008
2007
2006 I

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 12.92

$ 10.56

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) E

  .13

  .09

  .02 H

Net realized and unrealized gain (loss)

  (6.47)

  2.29

  .54

Total from investment operations

  (6.34)

  2.38

  .56

Distributions from net investment income

  (.08)

  -

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.70)

  (.02)

  -

Redemption fees added to paid in capital E, K

  -

  -

  -

Net asset value, end of period

$ 5.88

$ 12.92

$ 10.56

Total Return B, C, D

  (51.80)%

  22.56%

  5.60%

Ratios to Average Net Assets F, J

 

 

 

Expenses before reductions

  2.17%

  2.07%

  2.47% A

Expenses net of fee waivers, if any

  2.17%

  2.07%

  2.25% A

Expenses net of all reductions

  2.16%

  2.05%

  2.21% A

Net investment income (loss)

  1.30%

  .80%

  .54% A, H

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,784

$ 5,996

$ 2,183

Portfolio turnover rate G

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Total returns do not include the effect of the contingent deferred sales charge.

E Calculated based on average shares outstanding during the period.

F Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

G Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

H Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been (.12)%.

I For the period May 18, 2006 (commencement of operations) to October 31, 2006.

J Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

K Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - International Value

Years ended October 31,
2008
2007
2006 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.06

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .24

  .22

  .07 G

Net realized and unrealized gain (loss)

  (6.54)

  2.29

  .54

Total from investment operations

  (6.30)

  2.51

  .61

Distributions from net investment income

  (.19)

  (.04)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.81)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

Net asset value, end of period

$ 5.95

$ 13.06

$ 10.61

Total Return B, C

  (51.34)%

  23.81%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

Expenses before reductions

  1.10%

  1.03%

  1.50% A

Expenses net of fee waivers, if any

  1.10%

  1.03%

  1.25% A

Expenses net of all reductions

  1.09%

  1.02%

  1.21% A

Net investment income (loss)

  2.37%

  1.84%

  1.54% A, G

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 160,777

$ 381,148

$ 221,130

Portfolio turnover rate F

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Financial Highlights - Institutional Class

Years ended October 31,
2008
2007
2006 H

Selected Per-Share Data

 

 

 

Net asset value, beginning of period

$ 13.07

$ 10.61

$ 10.00

Income from Investment Operations

 

 

 

Net investment income (loss) D

  .25

  .22

  .07 G

Net realized and unrealized gain (loss)

  (6.54)

  2.30

  .54

Total from investment operations

  (6.29)

  2.52

  .61

Distributions from net investment income

  (.20)

  (.04)

  -

Distributions from net realized gain

  (.62)

  (.02)

  -

Total distributions

  (.82)

  (.06)

  -

Redemption fees added to paid in capital D, J

  -

  -

  -

Net asset value, end of period

$ 5.96

$ 13.07

$ 10.61

Total Return B, C

  (51.27)%

  23.91%

  6.10%

Ratios to Average Net Assets E, I

 

 

 

Expenses before reductions

  1.02%

  .98%

  1.38% A

Expenses net of fee waivers, if any

  1.02%

  .98%

  1.25% A

Expenses net of all reductions

  1.01%

  .96%

  1.21% A

Net investment income (loss)

  2.45%

  1.89%

  1.54% A, G

Supplemental Data

 

 

 

Net assets, end of period (000 omitted)

$ 1,052

$ 3,965

$ 3,064

Portfolio turnover rate F

  68%

  59%

  29% A

A Annualized

B Total returns for periods of less than one year are not annualized.

C Total returns would have been lower had certain expenses not been reduced during the periods shown.

D Calculated based on average shares outstanding during the period.

E Fees and expenses of the underlying Fidelity Central Funds are not included in the Fund's expense ratio. The Fund indirectly bears its proportionate share of the expenses of any underlying Fidelity Central Funds.

F Amount does not include the portfolio activity of any underlying Fidelity Central Funds.

G Investment income per share reflects a special dividend which amounted to $.03 per share. Excluding the special dividend, the ratio of net investment income (loss) to average net assets would have been .88%.

H For the period May 18, 2006 (commencement of operations) to October 31, 2006.

I Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or reductions from brokerage service arrangements or other expense offset arrangements and do not represent the amount paid by the class during periods when reimbursements or reductions occur. Expense ratios before reductions for start-up periods may not be representative of longer-term operating periods. Expenses net of fee waivers reflect expenses after reimbursement by the investment adviser but prior to reductions from brokerage service arrangements or other expense offset arrangements. Expenses net of all reductions represent the net expenses paid by the class.

J Amount represents less than $.01 per share.

See accompanying notes which are an integral part of the financial statements.

Annual Report

Notes to Financial Statements

For the period ended October 31, 2008

1. Organization.

Fidelity International Value Fund (the Fund) is a fund of Fidelity Investment Trust (the trust) and is authorized to issue an unlimited number of shares. The trust is registered under the Investment Company Act of 1940, as amended (the 1940 Act), as an open-end management investment company organized as a Massachusetts business trust. The Fund offers Class A, Class T, Class B, Class C, International Value and Institutional Class shares, each of which has equal rights as to assets and voting privileges. Each class has exclusive voting rights with respect to matters that affect that class. Class B shares will automatically convert to Class A shares after a holding period of seven years from the initial date of purchase. Investment income, realized and unrealized capital gains and losses, the common expenses of the Fund, and certain fund-level expense reductions, if any, are allocated on a pro rata basis to each class based on the relative net assets of each class to the total net assets of the Fund. Each class differs with respect to transfer agent and distribution and service plan fees incurred. Certain expense reductions also differ by class.

The Fund's investments in emerging markets can be subject to social, economic, regulatory, and political uncertainties and can be extremely volatile.

2. Investments in Fidelity Central Funds.

The Fund may invest in Fidelity Central Funds, which are open-end investment companies available only to other investment companies and accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The Fund's Schedule of Investments lists each of the Fidelity Central Funds held as of period end, if any, as an investment of the Fund, but does not include the underlying holdings of each Fidelity Central Fund. As an Investing Fund, the Fund indirectly bears its proportionate share of the expenses of the underlying Fidelity Central Funds.

The Money Market Central Funds seek preservation of capital and current income and are managed by Fidelity Investments Money Management, Inc. (FIMM), an affiliate of FMR.

A complete unaudited list of holdings for each Fidelity Central Fund is available upon request or at the SEC's web site at www.sec.gov. In addition, the financial statements of the Fidelity Central Funds, which are not covered by the Fund's Report of Independent Registered Public Accounting Firm, are available on the SEC's web site or upon request.

3. Significant Accounting Policies.

The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. Actual results could differ from those estimates. The following summarizes the significant accounting policies of the Fund:

Annual Report

3. Significant Accounting Policies - continued

Security Valuation. Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. Factors used in determining value may include significant market or security specific events, changes in interest rates and credit quality, and developments in foreign markets which are monitored by evaluating the performance of ADRs, futures contracts and exchange-traded funds. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value (NAV) calculation under these procedures may differ from published prices for the same securities.

Foreign Currency. The Fund uses foreign currency contracts to facilitate transactions in foreign-denominated securities. Losses from these transactions may arise from changes in the value of the foreign currency or if the counterparties do not perform under the contracts' terms.

Foreign-denominated assets, including investment securities, and liabilities are translated into U.S. dollars at the exchange rate at period end. Purchases and sales of investment securities, income and dividends received and expenses denominated in foreign currencies are translated into U.S. dollars at the exchange rate in effect on the transaction date.

The effects of exchange rate fluctuations on investments are included with the net realized and unrealized gain (loss) on investment securities. Other foreign currency transactions resulting in realized and unrealized gain (loss) are disclosed separately.

Annual Report

Notes to Financial Statements - continued

3. Significant Accounting Policies - continued

Investment Transactions and Income. For financial reporting purposes, the Fund's investment holdings and NAV include trades executed through the end of the last business day of the period. The NAV per share for processing shareholder transactions is calculated as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time and includes trades executed through the end of the prior business day. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Interest income and distributions from the Fidelity Central Funds are accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

Expenses. Most expenses of the trust can be directly attributed to a fund. Expenses which cannot be directly attributed are apportioned among each Fund in the trust. Expense estimates are accrued in the period to which they relate and adjustments are made when actual amounts are known.

Income Tax Information and Distributions to Shareholders. Each year, the Fund intends to qualify as a regulated investment company by distributing substantially all of its taxable income and realized gains under Subchapter M of the Internal Revenue Code and filing its U.S. federal tax return. As a result, no provision for income taxes is required. The Fund is subject to the provisions of FASB Interpretation No. 48, Accounting for Uncertainties in Income Taxes (FIN 48). FIN 48 sets forth a minimum threshold for financial statement recognition of the benefit of a tax position taken or expected to be taken in a tax return. The implementation of FIN 48 did not result in any unrecognized tax benefits in the accompanying financial statements. Each of the Fund's federal tax returns for the prior three fiscal years remains subject to examination by the Internal Revenue Service (IRS). Foreign taxes are provided for based on the Fund's understanding of the tax rules and rates that exist in the foreign markets in which it invests.

Distributions are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles. In addition, the Fund will claim a portion of the payment made to redeeming shareholders as a distribution for income tax purposes.

Capital accounts within the financial statements are adjusted for permanent book-tax differences. These adjustments have no impact on net assets or the results of operations. Temporary book-tax differences will reverse in a subsequent period.

Annual Report

3. Significant Accounting Policies - continued

Income Tax Information and Distributions to Shareholders - continued

Book-tax differences are primarily due to foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), capital loss carryforwards and losses deferred due to wash sales.

The tax-basis components of distributable earnings and the federal tax cost as of period end were as follows:

Unrealized appreciation

$ 807,051

Unrealized depreciation

(130,345,335)

Net unrealized appreciation (depreciation)

(129,538,284)

Undistributed ordinary income

2,463,569

Capital loss carryforward

(17,062,233)

 

 

Cost for federal income tax purposes

$ 300,193,526

The tax character of distributions paid was as follows:

 

October 31, 2008

October 31, 2007

Ordinary Income

$ 14,016,131

$ 1,536,462

Long-term Capital Gains

10,264,635

-

Total

$ 24,280,766

$ 1,536,462

Short-Term Trading (Redemption) Fees. Shares held in the Fund less than 30 days are subject to a redemption fee equal to 1.00% of the proceeds of the redeemed shares. All redemption fees, including any estimated redemption fees paid by FMR, are retained by the Fund and accounted for as an addition to paid in capital.

New Accounting Pronouncement. In September 2006, Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), was issued and is effective for fiscal years beginning after November 15, 2007. SFAS 157 defines fair value, establishes a framework for measuring fair value and results in expanded disclosures about fair value measurements.

4. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in repurchase agreements. Repurchase agreements are collateralized by government or non-government securities. Upon settlement date, collateral is held in segregated accounts with custodian banks and may be obtained in the event of a default of the counterparty. The

Annual Report

Notes to Financial Statements - continued

4. Operating Policies - continued

Repurchase Agreements - continued

Fund monitors, on a daily basis, the value of the collateral to ensure it is at least equal to the principal amount of the repurchase agreement (including accrued interest). In the event of a default by the counterparty, realization of the collateral proceeds could be delayed, during which time the value of the collateral may decline.

5. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $212,491,909 and $242,763,038, respectively.

6. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged .26% during the period. The group fee rate is based upon the average net assets of all the mutual funds advised by FMR. The group fee rate decreases as assets under management increase and increases as assets under management decrease. In addition, the management fee is subject to a performance adjustment (up to a maximum of ± .20% of the Fund's average net assets over a 36 month performance period). The upward or downward adjustment to the management fee is based on the relative investment performance of the retail class of the Fund, International Value as compared to an appropriate benchmark index. For the period, the total annual management fee rate, including the performance adjustment, was .72% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. Certain classes pay Fidelity Distributors Corporation (FDC), an affiliate of FMR, separate Distribution and Service Fees, each of which is based on an annual percentage of each class' average net assets. In addition, FDC may pay financial intermediaries for selling shares of the Fund and providing shareholder support services. For the period, the Distribution and Service Fee rates and the total amounts paid to and retained by FDC were as follows:

 

Distribution
Fee

Service
Fee

Paid to
FDC

Retained
by FDC

Class A

-%

.25%

$ 13,754

$ 2,352

Class T

.25%

.25%

20,752

3,584

Class B

.75%

.25%

21,357

18,195

Class C

.75%

.25%

44,262

14,734

 

 

 

$ 100,125

$ 38,865

Annual Report

6. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares and .25% for certain purchases of Class T shares.

For the period, sales charge amounts retained by FDC were as follows:

 

Retained
by FDC

Class A

$ 6,886

Class T

1,276

Class B*

3,402

Class C*

626

 

$ 12,190

* When Class B and Class C shares are initially sold, FDC pays commissions from its own resources to financial intermediaries through which the sales are made.

Transfer Agent Fees. Fidelity Investments Institutional Operations Company, Inc. (FIIOC), an affiliate of FMR, is the transfer, dividend disbursing and shareholder servicing agent for each class of the Fund. FIIOC receives account fees and asset-based fees that vary according to the account size and type of account of the shareholders of the respective classes of the Fund. FIIOC pays for typesetting, printing, and mailing of shareholder reports, except proxy statements. Prior to January 1, 2008, Fidelity Service Company, Inc. (FSC), also an affiliate of FMR was the transfer agent for International Value. For the period, the total transfer agent fees paid by each class were as follows:

 

Amount

% of
Average
Net Assets

Class A

$ 16,622

.30

Class T

12,810

.31

Class B

6,621

.31

Class C

13,325

.30

International Value

701,661

.24

Institutional Class

4,375

.16

 

$ 755,414

 

Annual Report

Notes to Financial Statements - continued

6. Fees and Other Transactions with Affiliates - continued

Accounting and Security Lending Fees. FSC, an affiliate of FMR, maintains the Fund's accounting records. The accounting fee is based on the level of average net assets for the month. Under a separate contract, FSC administers the security lending program. The security lending fee is based on the number and duration of lending transactions.

Brokerage Commissions. The Fund placed a portion of its portfolio transactions with brokerage firms which are affiliates of the investment adviser. The commissions paid to these affiliated firms were $982 for the period.

7. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounted to $652 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

8. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. On the settlement date of the loan, the Fund receives collateral (in the form of U.S. Treasury obligations, letters of credit and/or cash) against the loaned securities and maintains collateral in an amount not less than 100% of the market value of the loaned securities during the period of the loan. The market value of the loaned securities is determined at the close of business of the Fund and any additional required collateral is delivered to the Fund on the next business day. If the borrower defaults on its obligation to return the securities loaned because of insolvency or other reasons, a fund could experience delays and costs in recovering the securities loaned or in gaining access to the collateral. Any cash collateral received is invested in the Fidelity Securities Lending Cash Central Fund. The value of loaned securities and cash collateral at period end are disclosed on the Fund's Statement of Assets and Liabilities. Security lending income represents the income earned on investing cash collateral, less fees and expenses associated with the loan, plus any premium payments that may be received on the loan of certain types of securities. Security lending income is presented in the Statement of Operations as a component of income from Fidelity Central Funds. Net income from lending portfolio securities during the period amounted to $417,002.

9. Expense Reductions.

Many of the brokers with whom FMR places trades on behalf of the Fund provided services to the Fund in addition to trade execution. These services included payments of certain expenses on behalf of the Fund totaling $34,143 for the period.

Annual Report

10. Other.

The Fund's organizational documents provide former and current trustees and officers with a limited indemnification against liabilities arising in connection with the performance of their duties to the Fund. In the normal course of business, the Fund may also enter into contracts that provide general indemnifications. The Fund's maximum exposure under these arrangements is unknown as this would be dependent on future claims that may be made against the Fund. The risk of material loss from such claims is considered remote.

During the period, Lehman Brothers Holdings, Inc. and certain of its affiliates (LBHI) sought protection under the insolvency laws of their jurisdictions of organization, including the United States, the United Kingdom and Japan. At the time LBHI's insolvency proceedings were instituted, the Fund had outstanding securities trades with counterparties affiliated with LBHI. As a result of the insolvency proceedings, LBHI is unable to fulfill its commitments and, in certain cases, the Fund may have terminated its trades and related agreements with the relevant entities and, where appropriate, is in the process of initiating claims for damages. FMR believes that the financial impact to the Fund relating to the terminated trades and agreements is immaterial.

11. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Years ended October 31,

2008

2007

From net investment income

 

 

Class A

$ 71,381

$ 5,613

Class T

53,705

4,267

Class B

15,783

-

Class C

37,642

-

International Value

5,325,187

956,069

Institutional Class

59,203

12,567

Total

$ 5,562,901

$ 978,516

From net realized gain

 

 

Class A

$ 297,020

$ 3,983

Class T

246,645

4,693

Class B

128,753

1,788

Class C

295,420

4,566

International Value

17,561,793

536,333

Institutional Class

188,234

6,583

Total

$ 18,717,865

$ 557,946

Annual Report

Notes to Financial Statements - continued

12. Share Transactions.

Transactions for each class of shares were as follows:

 

Shares

Dollars

Years ended October 31,

2008

2007

2008

2007

Class A

 

 

 

 

Shares sold

298,063

556,341

$ 3,154,503

$ 6,434,905

Reinvestment of distributions

30,184

863

357,686

9,431

Shares redeemed

(312,021)

(237,384)

(3,010,663)

(2,953,175)

Net increase (decrease)

16,226

319,820

$ 501,526

$ 3,491,161

Class T

 

 

 

 

Shares sold

169,412

281,943

$ 1,740,848

$ 3,296,913

Reinvestment of distributions

21,586

806

255,358

8,796

Shares redeemed

(228,991)

(60,435)

(2,152,407)

(714,379)

Net increase (decrease)

(37,993)

222,314

$ (156,201)

$ 2,591,330

Class B

 

 

 

 

Shares sold

48,187

114,852

$ 472,858

$ 1,342,524

Reinvestment of distributions

10,866

151

128,544

1,653

Shares redeemed

(105,867)

(33,404)

(916,142)

(398,508)

Net increase (decrease)

(46,814)

81,599

$ (314,740)

$ 945,669

Class C

 

 

 

 

Shares sold

114,256

337,076

$ 1,072,554

$ 3,929,869

Reinvestment of distributions

22,711

319

268,223

3,483

Shares redeemed

(297,329)

(80,082)

(2,692,615)

(988,817)

Net increase (decrease)

(160,362)

257,313

$ (1,351,838)

$ 2,944,535

International Value

 

 

 

 

Shares sold

13,343,931

26,426,338

$ 131,489,328

$ 309,978,984

Reinvestment of distributions

1,810,134

127,337

21,468,187

1,391,798

Shares redeemed

(17,329,561)

(18,219,061)

(166,721,411)

(220,454,791)

Net increase (decrease)

(2,175,496)

8,334,614

$ (13,763,896)

$ 90,915,991

Institutional Class

 

 

 

 

Shares sold

50,248

75,655

$ 566,166

$ 870,496

Reinvestment of distributions

6,826

692

80,952

7,564

Shares redeemed

(183,848)

(61,819)

(1,700,120)

(714,302)

Net increase (decrease)

(126,774)

14,528

$ (1,053,002)

$ 163,758

Annual Report

Report of Independent Registered Public Accounting Firm

To the Trustees of Fidelity Investment Trust and Shareholders of Fidelity International Value Fund:

We have audited the accompanying statement of assets and liabilities of Fidelity International Value Fund (the Fund), a fund of Fidelity Investment Trust, including the schedule of investments, as of October 31, 2008, and the related statement of operations for the year then ended, the statement of changes in net assets for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended and for the period from May 18, 2006 (commencement of operations) to October 31, 2006. These financial statements and financial highlights are the responsibility of the Fund's management. Our responsibility is to express an opinion on these financial statements and financial highlights based on our audits.

We conducted our audits in accordance with standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements and financial highlights are free of material misstatement. The Fund is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. Our audits included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Fund's internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. Our procedures included confirmation of securities owned as of October 31, 2008, by correspondence with the custodians and brokers; where replies were not received from brokers, we performed other auditing procedures. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements and financial highlights referred to above present fairly, in all material respects, the financial position of Fidelity International Value Fund as of October 31, 2008, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended, and its financial highlights for each of the two years in the period then ended, and the financial highlights for each of the two years in the period then ended, and for the period from May 18, 2006 (commencement of operations) to October 31, 2006 in conformity with accounting principles generally accepted in the United States of America.

/s/ Deloitte & Touche LLP

DELOITTE & TOUCHE LLP

Boston, Massachusetts

December 19, 2008

Annual Report

Trustees and Officers

The Trustees, Member of the Advisory Board, and executive officers of the trust and fund, as applicable, are listed below. The Board of Trustees governs the fund and is responsible for protecting the interests of shareholders. The Trustees are experienced executives who meet periodically throughout the year to oversee the fund's activities, review contractual arrangements with companies that provide services to the fund, and review the fund's performance. Except for Edward C. Johnson 3d and James C. Curvey, each of the Trustees oversees 220 funds advised by FMR or an affiliate. Messrs. Johnson and Curvey oversee 379 funds advised by FMR or an affiliate.

The Trustees hold office without limit in time except that (a) any Trustee may resign; (b) any Trustee may be removed by written instrument, signed by at least two-thirds of the number of Trustees prior to such removal; (c) any Trustee who requests to be retired or who has become incapacitated by illness or injury may be retired by written instrument signed by a majority of the other Trustees; and (d) any Trustee may be removed at any special meeting of shareholders by a two-thirds vote of the outstanding voting securities of the trust. Each Trustee who is not an interested person (as defined in the 1940 Act) (Independent Trustee), shall retire not later than the last day of the calendar year in which his or her 72nd birthday occurs. The Independent Trustees may waive this mandatory retirement age policy with respect to individual Trustees. The executive officers and Advisory Board Member hold office without limit in time, except that any officer and Advisory Board Member may resign or may be removed by a vote of a majority of the Trustees at any regular meeting or any special meeting of the Trustees. Except as indicated, each individual has held the office shown or other offices in the same company for the past five years.

The fund's Statement of Additional Information (SAI) includes more information about the Trustees. To request a free copy, call Fidelity at 1-877-208-0098.

Interested Trustees*:

Correspondence intended for each Trustee who is an interested person may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Edward C. Johnson 3d (78)

 

Year of Election or Appointment:1984

Mr. Johnson is Chairman of the Board of Trustees. Mr. Johnson serves as Chief Executive Officer, Chairman, and a Director of FMR LLC; Chairman and a Director of FMR; Chairman and a Director of Fidelity Research & Analysis Company (FRAC); Chairman and a Director of Fidelity Investments Money Management, Inc.; and Chairman and a Director of FMR Co., Inc. In addition, Mr. Johnson serves as Chairman and Director of FIL Limited. Previously, Mr. Johnson served as President of FMR LLC (2006-2007).

James C. Curvey (73)

 

Year of Election or Appointment: 2007

Mr. Curvey also serves as Trustee (2007-present) of other investment companies advised by FMR. Mr. Curvey is a Director of FMR and FMR Co., Inc. (2007-present). Mr. Curvey is also Vice Chairman (2006-
present) and Director of FMR LLC. In addition, Mr. Curvey serves as an Overseer for the Boston Symphony Orchestra and a member of the Trustees of Villanova University.

* Trustees have been determined to be "Interested Trustees" by virtue of, among other things, their affiliation with the trust or various entities under common control with FMR. FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Independent Trustees:

Correspondence intended for each Independent Trustee (that is, the Trustees other than the Interested Trustees) may be sent to Fidelity Investments, P.O. Box 55235, Boston, Massachusetts 02205-5235.

Name, Age; Principal Occupation

Dennis J. Dirks (60)

 

Year of Election or Appointment: 2005

Prior to his retirement in May 2003, Mr. Dirks was Chief Operating Officer and a member of the Board of The Depository Trust & Clearing Corporation (DTCC) (1999-2003). He also served as President, Chief Operating Officer, and Board member of The Depository Trust Company (DTC) (1999-2003) and President and Board member of the National Securities Clearing Corporation (NSCC) (1999-2003). In addition, Mr. Dirks served as a Trustee and a member of the Finance Committee of Manhattan College (2005-2008), and as Chief Executive Officer and Board member of the Government Securities Clearing Corporation (2001-2003) and Chief Executive Officer and Board member of the Mortgage-Backed Securities Clearing Corporation (2001-2003). Mr. Dirks also serves as a Trustee and a member of the Finance Committee of AHRC of Nassau County (2006-present).

Alan J. Lacy (55)

 

Year of Election or Appointment: 2008

Mr. Lacy serves as Senior Adviser (2007-present) of Oak Hill Capital Partners, L.P. (a private equity firm). Mr. Lacy also served as Chief Executive Officer (2000-2005) and Vice Chairman (2005-2006) of Sears Holdings Corporation and Sears, Roebuck and Co. (retail). In addition, Mr. Lacy serves as a member of the Board of Directors of The Western Union Company (global money transfer, 2006-present) and Bristol-Myers Squibb (global pharmaceuticals, 2007-present). Mr. Lacy is a Trustee of the National Parks Conservation Association and The Field Museum of Natural History.

Ned C. Lautenbach (64)

 

Year of Election or Appointment: 2000

Mr. Lautenbach is Chairman of the Independent Trustees (2006-present). Mr. Lautenbach is an Advisory Partner of Clayton, Dubilier & Rice, Inc. (private equity investment firm). Previously, Mr. Lautenbach was with the International Business Machines Corporation (IBM) from 1968 until his retirement in 1998. Mr. Lautenbach serves as a Director of Eaton Corporation (diversified industrial) as well as the Philharmonic Center for the Arts in Naples, Florida. He also is a member of the Board of Trustees of Fairfield University (2005-present), as well as a member of the Council on Foreign Relations. Previously, Mr. Lautenbach served as a Director of Sony Corporation (2006-2007).

Joseph Mauriello (64)

 

Year of Election or Appointment: 2008

Prior to his retirement in January 2006, Mr. Mauriello served in numerous senior management positions including Deputy Chairman and Chief Operating Officer (2004-2005), and Vice Chairman of Financial Services (2002-2004) of KPMG LLP US (professional services firm, 1965-
2005). Mr. Mauriello currently serves as a member of the Board of Directors of XL Capital Ltd. (global insurance and re-insurance company, 2006-present) and of Arcadia Resources Inc. (health care services and products, 2007-present). He also served as a Director of the Hamilton Funds of the Bank of New York (2006-2007).

Cornelia M. Small (64)

 

Year of Election or Appointment: 2005

Ms. Small is a member of the Investment Committee, and Chair (2008-present) and a member of the Board of Trustees of Smith College. Ms. Small also serves on the Investment Committee of the Berkshire Taconic Community Foundation (2008-present). Previously, Ms. Small served as Chairperson of the Investment Committee (2002-2008) of Smith College and as Co-Chair (2000-2003) of the Annual Fund for the Fletcher School of Law and Diplomacy. In addition, she served as Chief Investment Officer, Director of Global Equity Investments, and a member of the Board of Directors of Scudder, Stevens & Clark and Scudder Kemper Investments.

William S. Stavropoulos (69)

 

Year of Election or Appointment: 2001

Mr. Stavropoulos is Chairman Emeritus of the Board of Directors of The Dow Chemical Company, where he previously served in numerous senior management positions, including President (1993-2000; 2002-
2003), CEO (1995-2000; 2002-2004), Chairman of the Executive Committee (2000-2006), and as a member of the Board of Directors (1990-2006). Currently, he is a Director of Teradata Corporation (data warehousing and technology solutions, 2008-present), Chemical Financial Corporation, Maersk Inc. (industrial conglomerate), Tyco International, Inc. (multinational manufacturing and services, 2007-present), and a member of the Advisory Board for Metalmark Capital (private equity investment firm, 2005-present). He is a special advisor to Clayton, Dubilier & Rice, Inc. (private equity investment). In addition, Mr. Stavropoulos is a member of the University of Notre Dame Advisory Council for the College of Science.

David M. Thomas (59)

 

Year of Election or Appointment: 2008

Previously, Mr. Thomas served as Executive Chairman (2005-2006) and Chairman and Chief Executive Officer (2000-2005) of IMS Health, Inc. (pharmaceutical and healthcare information solutions). In addition, Mr. Thomas serves as a member of the Board of Directors of Fortune Brands, Inc. (consumer products holding company), and Interpublic Group of Companies, Inc. (marketing communication, 2004-present).

Michael E. Wiley (58)

 

Year of Election or Appointment: 2008

Mr. Wiley also serves as a member of the Board of Trustees of the University of Tulsa (2000-2006; 2007-present). He serves as a Director of Tesoro Corporation (independent oil refiner and marketer, 2005-
present), and a Director of Bill Barrett Corporation (exploration and production company, 2005-present). In addition, he also serves as a Director of Post Oak Bank (privately-held bank, 2004-present). Previously, Mr. Wiley served as a Sr. Energy Advisor of Katzenbach Partners, LLC (consulting firm, 2006-2007), as an Advisory Director of Riverstone Holdings (private investment firm), Chairman, President, and CEO of Baker Hughes, Inc. (oilfield services company, 2000-2004), and as Director of Spinnaker Exploration Company (exploration and production company, 2001-2005).

Advisory Board Member and Executive Officers**:

Correspondence intended for each executive officer and Mr. Lynch may be sent to Fidelity Investments, 82 Devonshire Street, Boston, Massachusetts 02109.

Name, Age; Principal Occupation

Peter S. Lynch (64)

 

Year of Election or Appointment: 2003

Member of the Advisory Board of Fidelity's Equity and High Income Funds. Mr. Lynch is Vice Chairman and a Director of FMR, and Vice Chairman (2001-present) and a Director of FMR Co., Inc. Previously, Mr. Lynch served as a Trustee of the Fidelity funds (1990-2003). In addition, he serves as a Trustee of Boston College and as the Chairman of the Inner-City Scholarship Fund. Previously, Mr. Lynch served on the Special Olympics International Board of Directors (1997-2006).

Kenneth B. Robins (39)

 

Year of Election or Appointment: 2008

President and Treasurer of Fidelity's Equity and High Income Funds. Mr. Robins is an employee of Fidelity Investments (2004-present). Before joining Fidelity Investments, Mr. Robins worked at KPMG LLP, where he was a partner in KPMG's department of professional practice (2002-2004).

Walter C. Donovan (46)

 

Year of Election or Appointment: 2007

Vice President of Fidelity's Equity Funds. Mr. Donovan also serves as President of FMR and FMR Co., Inc., and Executive Vice President of Fidelity Investments Money Management, Inc. (2007-present). Previously, Mr. Donovan served as Executive Vice President of FMR and FMR Co., Inc. (2005-2007) and Senior Vice President of FMR (2003-2005) and FMR Co., Inc. (2004-2005).

Eric M. Wetlaufer (46)

 

Year of Election or Appointment: 2006

Vice President of Fidelity's International Equity Funds. Mr. Wetlaufer also serves as Group Chief Investment Officer of FMR. Mr. Wetlaufer is Chairman, Chief Executive Officer, and President of Fidelity Management & Research (Hong Kong) Limited (2008-present); Chairman, Chief Executive Officer, President, and a Director of Fidelity Management & Research (Japan) Inc. (2008-present); Chairman and Chief Executive Officer (2007-present) and President and a Director (2006-present) of Fidelity Management & Research (U.K.) Inc. and President and a Director of Fidelity Research & Analysis Company (2006-present). Before joining Fidelity Investments in 2005, Mr. Wetlaufer was a partner in Oxhead Capital Management (2004-2005) and a Chief Investment Officer of Putnam Investments (1997-2003).

Scott C. Goebel (40)

 

Year of Election or Appointment: 2008

Secretary and Chief Legal Officer (CLO) of the Fidelity funds. Mr. Goebel also serves as General Counsel, Secretary, and Senior Vice President of FMR (2008-present); Deputy General Counsel of FMR LLC; Chief Legal Secretary of Fidelity Management & Research (Hong Kong) Limited (2008-present) and Assistant Secretary of Fidelity Management & Research (Japan) Inc. (2008-present). Previously, Mr. Goebel served as Assistant Secretary of the Funds (2007-2008) and as Vice President and Secretary of Fidelity Distributors Corporation (FDC) (2005-2007).

John B. McGinty, Jr. (46)

 

Year of Election or Appointment: 2008

Assistant Secretary of Fidelity's Equity and High Income Funds. Mr. McGinty is an employee of Fidelity Investments (2004-present). Mr. McGinty also serves as Senior Vice President, Secretary, and Chief Legal Officer of FDC (2007-present). Before joining Fidelity Investments, Mr. McGinty practiced law at Ropes & Gray, LLP.

Holly C. Laurent (54)

 

Year of Election or Appointment: 2008

Anti-Money Laundering (AML) Officer of the Fidelity funds. Ms. Laurent is an employee of Fidelity Investments. Previously, Ms. Laurent was Senior Vice President and Head of Legal for Fidelity Business Services India Pvt. Ltd. (2006-2008), Senior Vice President, Deputy General Counsel and Group Head for FMR LLC (2005-2006).

Christine Reynolds (50)

 

Year of Election or Appointment: 2008

Chief Financial Officer of the Fidelity funds. Ms. Reynolds became President of Fidelity Pricing and Cash Management Services (FPCMS) in August 2008. She served as Chief Operating officer of FPCMS from 2007 through July 2008. Previously, Ms. Reynolds served as President, Treasurer, and Anti-Money Laundering officer of the Fidelity funds (2004-2007). Before joining Fidelity Investments, Ms. Reynolds worked at PricewaterhouseCoopers LLP (PwC) (1980-2002), where she was an audit partner with PwC's investment management practice.

Kenneth A. Rathgeber (61)

 

Year of Election or Appointment: 2004

Chief Compliance Officer of Fidelity's Equity and High Income Funds. Mr. Rathgeber is Chief Compliance Officer of Fidelity Management & Research (Hong Kong) Limited (2008-present), Fidelity Management & Research (Japan) Inc. (2008-present), FMR (2005-present), FMR Co., Inc. (2005-present), Fidelity Management & Research (U.K.) Inc. (2005-
present), Fidelity Research & Analysis Company (2005-present), Fidelity Investments Money Management, Inc. (2005-present), and Strategic Advisers, Inc. (2005-present).

Bryan A. Mehrmann (47)

 

Year of Election or Appointment: 2005

Deputy Treasurer of the Fidelity funds. Mr. Mehrmann is an employee of Fidelity Investments. Previously, Mr. Mehrmann served as Vice President of Fidelity Investments Institutional Services Group (FIIS)/Fidelity Investments Institutional Operations Corporation, Inc. (FIIOC) Client Services (1998-2004).

Adrien E. Deberghes (41)

 

Year of Election or Appointment: 2008

Deputy Treasurer of Fidelity's Equity and High Income Funds. Mr. Deberghes is an employee of Fidelity Investments (2008-present). Previously, Mr. Deberghes served as Senior Vice President of Mutual Fund Administration at State Street Corporation (2007-2008), Senior Director of Mutual Fund Administration at Investors Bank & Trust (2005-2007), and Director of Finance for Dunkin' Brands (2000-2005).

Robert G. Byrnes (41)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Byrnes is an employee of Fidelity Investments (2005-present). Previously, Mr. Byrnes served as Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (2003-2005). Before joining Fidelity Investments, Mr. Byrnes worked at Deutsche Asset Management where he served as Vice President of the Investment Operations Group (2000-2003).

Peter L. Lydecker (54)

 

Year of Election or Appointment: 2004

Assistant Treasurer of the Fidelity funds. Mr. Lydecker is an employee of Fidelity Investments.

Paul M. Murphy (61)

 

Year of Election or Appointment: 2007

Assistant Treasurer of the Fidelity funds. Mr. Murphy is an employee of Fidelity Investments (2007-present). Previously, Mr. Murphy served as Chief Financial Officer of the Fidelity Funds (2005-2006), Vice President and Associate General Counsel of FMR (2007), and Senior Vice President of Fidelity Pricing and Cash Management Services (FPCMS) (1994-2007).

Gary W. Ryan (50)

 

Year of Election or Appointment: 2005

Assistant Treasurer of the Fidelity funds. Mr. Ryan is an employee of Fidelity Investments. Previously, Mr. Ryan served as Vice President of Fund Reporting in Fidelity Pricing and Cash Management Services (FPCMS) (1999-2005).

** FMR Corp. merged with and into FMR LLC on October 1, 2007. Any references to FMR LLC for prior periods are deemed to be references to the prior entity.

Annual Report

Distributions

Institutional Class designates 46% of the dividends distributed in December during the fiscal year as amounts which may be taken into account as a dividend for purposes of the maximum rate under section 1(h)(11) of the Internal Revenue Code.

The amounts per share which represent income derived from sources within, and taxes paid to, foreign countries or possessions of the United States are as follows:

 

Pay Date

Income

Taxes

Institutional Class

12/10/2007

$0.207

$0.0319

The fund will notify shareholders in January 2009 of amounts for use in preparing 2008 income tax returns.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on December 13, 2007. The results of votes taken among shareholders on the proposals before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To amend the Declaration of Trust to reduce the required quorum for shareholder meetings.A

 

# of
Votes

% of
Votes

Affirmative

45,014,793,255.82

80.372

Against

6,871,112,667.08

12.268

Abstain

2,163,456,438.02

3.863

Broker
Non-Votes

1,958,633,563.89

3.497

TOTAL

56,007,995,924.81

100.000

PROPOSAL 2

To elect the nominees specified below as Trustees.A

James C. Curvey

Affirmative

53,384,952,361.03

95.317

Withheld

2,623,043,563.78

4.683

TOTAL

56,007,995,924.81

100.000

Dennis J. Dirks

Affirmative

53,595,104,608.67

95.692

Withheld

2,412,891,316.14

4.308

TOTAL

56,007,995,924.81

100.000

Albert R. Gamper, Jr.

Affirmative

53,570,235,221.69

95.647

Withheld

2,437,760,703.12

4.353

TOTAL

56,007,995,924.81

100.000

George H. Heilmeier

Affirmative

53,166,350,588.50

94.926

Withheld

2,841,645,336.31

5.074

TOTAL

56,007,995,924.81

100.000

 

# of
Votes

% of
Votes

Edward C. Johnson 3d

Affirmative

53,230,508,654.93

95.041

Withheld

2,777,487,269.88

4.959

TOTAL

56,007,995,924.81

100.000

James H. Keyes

Affirmative

53,549,161,456.52

95.610

Withheld

2,458,834,468.29

4.390

TOTAL

56,007,995,924.81

100.000

Marie L. Knowles

Affirmative

53,543,925,066.86

95.601

Withheld

2,464,070,857.95

4.399

TOTAL

56,007,995,924.81

100.000

Ned C. Lautenbach

Affirmative

53,547,116,322.50

95.606

Withheld

2,460,879,602.31

4.394

TOTAL

56,007,995,924.81

100.000

Cornelia M. Small

Affirmative

53,564,793,514.25

95.638

Withheld

2,443,202,410.56

4.362

TOTAL

56,007,995,924.81

100.000

William S. Stavropoulos

Affirmative

53,426,544,502.76

95.391

Withheld

2,581,451,422.05

4.609

TOTAL

56,007,995,924.81

100.000

Kenneth L. Wolfe

Affirmative

53,229,881,790.63

95.040

Withheld

2,778,114,134.18

4.960

TOTAL

56,007,995,924.81

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Proxy Voting Results

A special meeting of the fund's shareholders was held on April 16, 2008. The results of votes taken among shareholders on the proposal before them are reported below. Each vote reported represents one dollar of net asset value held on the record date for the meeting.

PROPOSAL 1

To elect a Board of Trustees.A

 

# of
Votes

% of
Votes

James C. Curvey

Affirmative

44,485,656,811.55

94.702

Withheld

2,488,551,854.62

5.298

TOTAL

46,974,208,666.17

100.000

Dennis J. Dirks

Affirmative

44,706,671,638.31

95.173

Withheld

2,267,537,027.86

4.827

TOTAL

46,974,208,666.17

100.000

Edward C. Johnson 3d

Affirmative

44,294,881,638.16

94.296

Withheld

2,679,327,028.01

5.704

TOTAL

46,974,208,666.17

100.000

Alan J. Lacy

Affirmative

44,685,373,413.16

95.127

Withheld

2,288,835,253.01

4.873

TOTAL

46,974,208,666.17

100.000

Ned C. Lautenbach

Affirmative

44,634,541,379.41

95.019

Withheld

2,339,667,286.76

4.981

TOTAL

46,974,208,666.17

100.000

Joseph Mauriello

Affirmative

44,683,962,099.80

95.124

Withheld

2,290,246,566.37

4.876

TOTAL

46,974,208,666.17

100.000

Cornelia M. Small

Affirmative

44,671,688,375.36

95.098

Withheld

2,302,520,290.81

4.902

TOTAL

46,974,208,666.17

100.000

 

# of
Votes

% of
Votes

William S. Stavropoulos

Affirmative

44,465,262,087.61

94.659

Withheld

2,508,946,578.56

5.341

TOTAL

46,974,208,666.17

100.000

David M. Thomas

Affirmative

44,694,340,813.87

95.147

Withheld

2,279,867,852.30

4.853

TOTAL

46,974,208,666.17

100.000

Michael E. Wiley

Affirmative

44,686,513,174.78

95.130

Withheld

2,287,695,491.39

4.870

TOTAL

46,974,208,666.17

100.000

A Denotes trust-wide proposal and voting results.

Annual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity International Value Fund

Each year, typically in July, the Board of Trustees, including the Independent Trustees (together, the Board), votes on the renewal of the management contract and sub-advisory agreements (together, the Advisory Contracts) for the fund. The Board, assisted by the advice of fund counsel and Independent Trustees' counsel, requests and considers a broad range of information throughout the year.

The Board meets regularly and, acting directly and through its separate committees, requests and receives information concerning, and considers at each of its meetings factors that are relevant to, its annual consideration of the renewal of the fund's Advisory Contracts, including the services and support provided to the fund and its shareholders. At the time of the renewal, the Board had 12 standing committees, each composed of Independent Trustees with varying backgrounds, to which the Board has assigned specific subject matter responsibilities in order to enhance effective decision-making by the Board. Each committee has a written charter outlining the structure and purposes of the committee. The Board also meets as needed to consider matters specifically related to the Board's annual consideration of the renewal of Advisory Contracts.

At its July 2008 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the fund's Advisory Contracts. In reaching its determination, the Board considered all factors it believed relevant, including (i) the nature, extent, and quality of the services to be provided to the fund and its shareholders (including the investment performance of the fund); (ii) the competitiveness of the fund's management fee and total expenses; (iii) the total costs of the services to be provided by and the profits to be realized by Fidelity from its relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders. The Board also approved agreements with foreign sub-advisers Fidelity Management & Research (Japan) Inc. and Fidelity Management & Research (Hong Kong) Limited, as well as amendments to the fund's agreement with Fidelity Management & Research (U.K.) Inc.

In considering whether to renew the Advisory Contracts for the fund, the Board ultimately reached a determination, with the assistance of fund counsel and Independent Trustees' counsel and through the exercise of its business judgment, that the renewal of the Advisory Contracts and the compensation to be received by Fidelity under the management contract is consistent with Fidelity's fiduciary duty under applicable law. The Board's decision to renew the Advisory Contracts was not based on any single factor noted above, but rather was based on a comprehensive consideration of all the information provided to the Board at its meetings throughout the year. The Board, in reaching its determination to renew the Advisory Contracts, is aware that shareholders in the fund have a broad range of investment choices available to them, including a wide choice among mutual funds offered by competitors to Fidelity, and that the fund's shareholders, with the opportunity to review and weigh the disclosure provided by the fund in its prospectus and other public disclosures, have chosen to invest in this fund, managed by Fidelity.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Nature, Extent, and Quality of Services Provided. The Board considered staffing within the investment adviser, FMR, and the sub-advisers (together, the Investment Advisers), including the backgrounds of the fund's investment personnel and the fund's investment objective and discipline. The Independent Trustees also had discussions with senior management of Fidelity's investment operations and investment groups. The Board considered the structure of the portfolio manager compensation program and whether this structure provides appropriate incentives.

Resources Dedicated to Investment Management and Support Services. The Board reviewed the size, education, and experience of the Investment Advisers' investment staff, their use of technology, and the Investment Advisers' approach to recruiting, training, and retaining portfolio managers and other research, advisory, and management personnel. The Board noted that Fidelity's analysts have access to a variety of technological tools that enable them to perform both fundamental and quantitative analysis and to specialize in various disciplines. The Board considered Fidelity's extensive global research capabilities that enable the Investment Advisers to aggregate data from various sources in an effort to produce positive investment results. The Board also considered that Fidelity's portfolio managers and analysts have access to daily portfolio attribution that allows for monitoring of a fund's portfolio, as well as an electronic communication system that provides immediate real-time access to research concerning issuers and credit enhancers.

Shareholder and Administrative Services. The Board considered (i) the nature, extent, quality, and cost of advisory, administrative, distribution, and shareholder services performed by the Investment Advisers and their affiliates under the Advisory Contracts and under separate agreements covering transfer agency, pricing and bookkeeping, and securities lending services for the fund; (ii) the nature and extent of the Investment Advisers' supervision of third party service providers, principally custodians and subcustodians; and (iii) the resources devoted to, and the record of compliance with, the fund's compliance policies and procedures. The Board also reviewed the allocation of fund brokerage, including allocations to brokers affiliated with the Investment Advisers, the use of brokerage commissions to pay fund expenses, and the use of "soft" commission dollars to pay for research services. The Board further considered that Fidelity voluntarily pays for market data out of its own resources.

The Board noted that the growth of fund assets across the complex allows Fidelity to reinvest in the development of services designed to enhance the value or convenience of the Fidelity funds as investment vehicles. These services include 24-hour access to account information and market information through phone representatives and over the Internet, and investor education materials and asset allocation tools.

Annual Report

Investment in a Large Fund Family. The Board considered the benefits to shareholders of investing in a Fidelity fund, including the benefits of investing in a fund that is part of a large family of funds offering a variety of investment disciplines and providing for a large variety of mutual fund investor services. For example, fund shareholders are offered the privilege of exchanging shares of the fund for shares of other Fidelity funds, as set forth in the fund's prospectus, without paying a sales charge. The Board noted that Fidelity has taken a number of actions over the previous year that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) contractually agreeing to reduce the management fees on Fidelity's Institutional Money Market Funds and launching Class IV and Institutional Class of certain of these funds; (iii) reducing the transfer agent fees for the Fidelity Select Portfolios and Investor Class of the VIP funds; and (iv) launching Class K of 29 equity funds as a lower-fee class available to certain employer-sponsored retirement plans.

Investment Performance. The Board considered whether the fund has operated within its investment objective, as well as its record of compliance with its investment restrictions. It also reviewed the fund's absolute investment performance for each class, as well as the fund's relative investment performance for each class measured against (i) a broad-based securities market index, and (ii) a custom peer group of mutual funds deemed appropriate by the Board. Because the fund had been in existence less than three calendar years, the following chart considered by the Board shows, for the one-year period ended December 31, 2007, the total returns of Institutional Class (Class I) and Class B of the fund, the total return of a broad-based securities market index ("benchmark"), and a range of total returns of a custom peer group of mutual funds defined by FMR based on categories assigned by Morningstar, Inc. The returns of Institutional Class (Class I) and Class B show the performance of the highest and lowest performing classes, respectively. The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the peer group. Returns shown above the box are in the first quartile and returns shown below the box are in the fourth quartile. The percentage beaten number noted below each chart corresponds to the percentile box and represents the percentage of funds in the peer group whose performance was equal to or lower than that of the fund. The fund's custom peer group, defined by FMR, is a peer group that FMR believes provides a more meaningful performance comparison than the peer group assigned by Morningstar, Inc., which assigns mutual funds to categories based on their investment styles as measured by their underlying portfolio holdings.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Value Fund


fid1842

The Board reviewed the fund's relative investment performance against its peer group and stated that the performance of Institutional Class (Class I) of the fund was in the second quartile for the period shown. The Board also stated that the investment performance of Institutional Class (Class I) of the fund compared favorably to its benchmark for the period shown. The Board considered that the variations in performance among the fund's classes reflect the variations in class expenses, which result in lower performance for higher expense classes. The Board stated that it is difficult to evaluate in any comprehensive fashion the performance of the fund, in light of its relatively recent commencement of operations.

The Board also considered that the fund's management fee is subject to upward or downward adjustment depending upon whether, and to what extent, the fund's investment performance for the performance period exceeds, or is exceeded by, the record (over the same period) of a Board-approved performance adjustment index. The Board realizes that the performance adjustment provides FMR with a strong economic incentive to seek to achieve superior performance for the fund's shareholders and helps to more closely align the interests of FMR and the fund's shareholders.

The Board considered that FMR has taken steps to refocus and strengthen equity research, equity portfolio management, and compliance.

Based on its review, and giving particular weight to the nature and quality of the resources dedicated by the Investment Advisers to maintain and improve relative performance, the Board concluded that the nature, extent, and quality of the services provided to the fund will benefit the fund's shareholders, particularly in light of the Board's view that the fund's shareholders benefit from investing in a fund that is part of a large family of funds offering a variety of investment disciplines and services.

Annual Report

Competitiveness of Management Fee and Total Fund Expenses. The Board considered the fund's management fee and total expenses compared to "mapped groups" of competitive funds and classes. Fidelity creates "mapped groups" by combining similar Lipper investment objective categories that have comparable management fee characteristics. Combining Lipper investment objective categories aids the Board's management fee and total expense comparisons by broadening the competitive group used for comparison and by reducing the number of universes to which various Fidelity funds are compared. The Board also considered supplemental information about how the fund's management fee and total expenses ranked relative to groups based on Lipper classifications, which take into account a fund's market capitalization and style.

The Board considered two proprietary management fee comparisons for the 12-month (or shorter) periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group." The Total Mapped Group comparison focuses on a fund's standing relative to the total universe of comparable funds available to investors, in terms of gross management fees before expense reimbursements or caps, and without giving effect to the fund's performance adjustment. "TMG %" represents the percentage of funds in the Total Mapped Group that had management fees that were lower than the fund's. For example, a TMG % of 14% means that 86% of the funds in the Total Mapped Group had higher management fees than the fund. The "Asset-Size Peer Group" (ASPG) comparison focuses on a fund's standing relative to non-Fidelity funds similar in size to the fund within the Total Mapped Group. The ASPG represents at least 15% of the funds in the Total Mapped Group with comparable asset size and management fee characteristics, subject to a minimum of 50 funds (or all funds in the Total Mapped Group if fewer than 50). Additional information, such as the ASPG quartile in which the fund's management fee ranked and the impact of the fund's performance adjustment, is also included in the chart and considered by the Board.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

Fidelity International Value Fund


fid1844

The Board noted that the fund's management fee ranked below the median of its Total Mapped Group and below the median of its ASPG for 2007. The Board also noted the effect of the fund's negative performance adjustment on the fund's management fee ranking. The Board noted that the performance adjustment for 2007 represents calculations for performance periods that differ from the period shown in the performance chart above.

Based on its review, the Board concluded that the fund's management fee was fair and reasonable in light of the services that the fund receives and the other factors considered.

In its review of each class's total expenses, the Board considered the fund's management fee as well as other fund or class expenses, as applicable, such as transfer agent fees, pricing and bookkeeping fees, fund-paid 12b-1 fees, and custodial, legal, and audit fees. The Board also noted the effects of any waivers and reimbursements on fees and expenses, as well as the impact of the fund's performance adjustment. As part of its review, the Board also considered current and historical total expenses of each class of the fund compared to competitive fund median expenses. Each class of the fund is compared to those funds and classes in the Total Mapped Group (used by the Board for management fee comparisons) that have a similar sales load structure.

The Board noted that the total expenses of each of Class A, Class B, Class C, Institutional Class, and Fidelity International Value (retail class) ranked below its competitive median for 2007, and the total expenses of Class T ranked above its competitive median for 2007. The Board considered that the total expenses of Class T were above the median primarily because its 12b-1 fee is higher than the typical front-end load class. The Board noted that the fund offers multiple classes, each of which has a different sales load and 12b-1 fee structure, and that the multiple structures are intended to offer a range of pricing options for the intermediary market. The Board also noted that the total expenses of the classes vary primarily by the level of their 12b-1 fees, although differences in transfer agent fees may also cause expenses to vary from class to class.

Annual Report

In its review of total expenses, the Board also considered Fidelity fee structures and other information on clients that FMR and its affiliates service in other competitive markets, such as other mutual funds advised or subadvised by FMR or its affiliates, pension plan clients, and other institutional clients.

Based on its review, the Board concluded that the total expenses of each class of the fund were reasonable, although in one case above the median of the universe presented for comparison, in light of the services that the fund and its shareholders receive and the other factors considered.

Costs of the Services and Profitability. The Board considered the revenues earned and the expenses incurred by Fidelity in conducting the business of developing, marketing, distributing, managing, administering and servicing the fund and its shareholders. The Board also considered the level of Fidelity's profits in respect of all the Fidelity funds.

On an annual basis, FMR presents to the Board Fidelity's profitability for the fund. Fidelity calculates the profitability for each fund, as well as aggregate profitability for groups of Fidelity funds and all Fidelity funds, using a series of detailed revenue and cost allocation methodologies which originate with the audited books and records of Fidelity. The Audit Committee of the Board reviews any significant changes from the prior year's methodologies.

PricewaterhouseCoopers LLP (PwC), independent registered public accounting firm and auditor to Fidelity and certain Fidelity funds, has been engaged annually by the Board as part of the Board's assessment of the results of Fidelity's profitability analysis. PwC's engagement includes the review and assessment of Fidelity's methodologies used in determining the revenues and expenses attributable to Fidelity's mutual fund business, and completion of agreed-upon procedures surrounding the mathematical accuracy of fund profitability and its conformity to allocation methodologies. After considering PwC's reports issued under the engagement and information provided by Fidelity, the Board believes that while other allocation methods may also be reasonable, Fidelity's profitability methodologies are reasonable in all material respects.

The Board has also reviewed Fidelity's non-fund businesses and any fall-out benefits related to the mutual fund business as well as cases where Fidelity's affiliates may benefit from or be related to the fund's business.

Annual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered the costs of the services provided by and the profits realized by Fidelity in connection with the operation of the fund and determined that the amount of profit is a fair entrepreneurial profit for the management of the fund.

Economies of Scale. The Board considered whether there have been economies of scale in respect of the management of the Fidelity funds, whether the Fidelity funds (including the fund) have appropriately benefited from any such economies of scale, and whether there is potential for realization of any further economies of scale. The Board considered the extent to which the fund will benefit from economies of scale through increased services to the fund, through waivers or reimbursements, or through fee or expense reductions.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower group fee rates as total fund assets under FMR's management increase, and for higher group fee rates as total fund assets under FMR's management decrease. FMR determines the group fee rates based on a tiered asset "breakpoint" schedule. The Board considered that the group fee is designed to deliver the benefits of economies of scale to fund shareholders when total fund assets increase, even if assets of any particular fund are unchanged or have declined, because some portion of Fidelity's costs are attributable to services provided to all Fidelity funds, and all funds benefit if those costs can be allocated among more assets. The Board concluded that, given the group fee structure, fund shareholders will achieve a certain level of economies of scale as assets under FMR's management increase at the fund complex level, regardless of whether Fidelity achieves any such economies of scale.

The Board further concluded that any potential economies of scale are being shared between fund shareholders and Fidelity in an appropriate manner.

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Fidelity funds' Advisory Contracts, the Board requested and received additional information on certain topics, including (i) fund performance trends and actions to be taken by FMR to improve certain funds' overall performance; (ii) portfolio manager changes that have occurred during the past year; (iii) Fidelity's fund profitability methodology, the profitability of certain fund service providers, and profitability trends for certain funds; (iv) Fidelity's compensation structure for portfolio managers and key personnel, including its effects on fund profitability and the extent to which portfolio manager compensation is linked to fund performance; (v) Fidelity's fee structures and rationale for recommending different fees among categories of funds; and (vi) Fidelity's rationale for recommending which funds should have a performance adjustment component as part of their management fees.

Based on its evaluation of all of the conclusions noted above, and after considering all material factors, the Board ultimately concluded that the advisory fee structures are fair and reasonable, and that the fund's Advisory Contracts should be renewed.

Annual Report

Investment Adviser

Fidelity Management & Research Company
Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Management & Research
(U.K.) Inc.

Fidelity Management & Research
(Hong Kong) Limited

Fidelity Management & Research
(Japan) Inc.

Fidelity Research & Analysis Company

FIL Investment Advisors

Fidelity Investments Japan Limited

FIL Investment Advisors (U.K.) Ltd.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Northern Trust Company

Chicago, IL

AFIVI-UANN-1208
1.827488.102

fid959

Item 2. Code of Ethics

As of the end of the period, October 31, 2008, Fidelity Investment Trust (the trust) has adopted a code of ethics, as defined in Item 2 of Form N-CSR, that applies to its President and Treasurer and its Chief Financial Officer. A copy of the code of ethics is filed as an exhibit to this Form N-CSR.

Item 3. Audit Committee Financial Expert

The Board of Trustees of the trust has determined that Joseph Mauriello is an audit committee financial expert, as defined in Item 3 of Form N-CSR.   Mr. Mauriello is independent for purposes of Item 3 of Form N-CSR.  

Item 4. Principal Accountant Fees and Services

Fees and Services

The following table presents fees billed by Deloitte & Touche LLP, the member firms of Deloitte Touche Tohmatsu, and their respective affiliates (collectively, "Deloitte Entities") in each of the last two fiscal years for services rendered to Fidelity Aggressive International Fund, Fidelity Diversified International Fund, Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund, Fidelity Europe Capital Appreciation Fund, Fidelity International Small Cap Fund, Fidelity International Small Cap Opportunities Fund, Fidelity International Value Fund, Fidelity Total International Equity Fund, and Fidelity Worldwide Fund (the "Funds"):

Services Billed by Deloitte Entities

October 31, 2008 FeesA, B, C

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Aggressive International Fund

$49,000

$-

$6,600

$-

Fidelity Diversified International Fund

$97,000

$-

$6,600

$-

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

$41,000

$-

$5,800

$-

Fidelity Europe Capital Appreciation Fund

$43,000

$-

$5,600

$-

Fidelity International Small Cap Fund

$102,000

$-

$6,600

$-

Fidelity International Small Cap Opportunities Fund

$49,000

$-

$5,600

$-

Fidelity International Value Fund

$49,000

$-

$5,600

$-

Fidelity Total International Equity Fund

$46,000

$-

$6,200

$-

Fidelity Worldwide Fund

$50,000

$-

$5,600

$-

October 31, 2007 FeesA, B, C

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Aggressive International Fund

$48,000

$-

$6,200

$-

Fidelity Diversified International Fund

$138,000

$-

$6,200

$-

Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund

$-

$-

$-

$-

Fidelity Europe Capital Appreciation Fund

$46,000

$-

$5,200

$-

Fidelity International Small Cap Fund

$95,000

$-

$6,200

$-

Fidelity International Small Cap Opportunities Fund

$53,000

$-

$5,200

$-

Fidelity International Value Fund

$46,000

$-

$5,200

$-

Fidelity Total International Equity Fund

$-

$-

$-

$-

Fidelity Worldwide Fund

$51,000

$-

$5,200

$-

A Amounts may reflect rounding.

B Fidelity Emerging Europe, Middle East, Africa (EMEA) Fund commenced operations on May 8, 2008.

C Fidelity Total International Equity Fund commenced operations on November 1, 2007.

The following table presents fees billed by PricewaterhouseCoopers LLP ("PwC") in each of the last two fiscal years for services rendered to Fidelity Canada Fund, Fidelity China Region Fund, Fidelity Emerging Markets Fund, Fidelity Europe Fund, Fidelity International Discovery Fund, Fidelity International Growth Fund, Fidelity Japan Fund, Fidelity Japan Smaller Companies Fund, Fidelity Latin America Fund, Fidelity Nordic Fund, Fidelity Overseas Fund, Fidelity Pacific Basin Fund and Fidelity Southeast Asia Fund (the "Funds"):

Services Billed by PwC

October 31, 2008 FeesA, B

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Canada Fund

$63,000

$-

$5,600

$5,100

Fidelity China Region Fund

$56,000

$-

$8,300

$2,500

Fidelity Emerging Markets Fund

$80,000

$-

$44,700

$5,500

Fidelity Europe Fund

$69,000

$-

$5,600

$4,900

Fidelity International Discovery Fund

$86,000

$-

$18,500

$11,200

Fidelity International Growth Fund

$37,000

$-

$2,700

$1,500

Fidelity Japan Fund

$58,000

$-

$5,600

$2,600

Fidelity Japan Smaller Companies Fund

$46,000

$-

$8,300

$1,900

Fidelity Latin America Fund

$79,000

$-

$5,600

$5,700

Fidelity Nordic Fund

$46,000

$-

$8,300

$2,000

Fidelity Overseas Fund

$76,000

$-

$5,600

$7,600

Fidelity Pacific Basin Fund

$56,000

$-

$39,700

$2,100

Fidelity Southeast Asia Fund

$76,000

$-

$12,800

$4,100

October 31, 2007 FeesA, B

 

Audit Fees

Audit-Related Fees

Tax Fees

All Other Fees

Fidelity Canada Fund

$70,000

$-

$4,800

$3,400

Fidelity China Region Fund

$56,000

$-

$4,800

$1,900

Fidelity Emerging Markets Fund

$86,000

$-

$58,700

$3,800

Fidelity Europe Fund

$75,000

$-

$4,800

$4,300

Fidelity International Discovery Fund

$98,000

$-

$47,100

$8,400

Fidelity International Growth Fund

$-

$-

$-

$-

Fidelity Japan Fund

$63,000

$-

$4,800

$2,400

Fidelity Japan Smaller Companies Fund

$50,000

$-

$4,800

$1,800

Fidelity Latin America Fund

$83,000

$-

$4,800

$4,000

Fidelity Nordic Fund

$53,000

$-

$4,800

$1,600

Fidelity Overseas Fund

$90,000

$-

$4,800

$6,600

Fidelity Pacific Basin Fund

$60,000

$-

$68,400

$1,900

Fidelity Southeast Asia Fund

$79,000

$-

$17,600

$3,000

A Amounts may reflect rounding.

B Fidelity International Growth Fund commenced operations on November 1, 2007.

The following table presents fees billed by PwC and Deloitte Entities that were required to be approved by the Audit Committee for services that relate directly to the operations and financial reporting of the Funds and that are rendered on behalf of Fidelity Management & Research Company ("FMR") and entities controlling, controlled by, or under common control with FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser) that provide ongoing services to the Funds ("Fund Service Providers"):

Services Billed by Deloitte Entities

 

October 31, 2008A

October 31, 2007A

Audit-Related Fees

$745,000

$ -

Tax Fees

$-

$-

All Other Fees

$-

$-B

A Amounts may reflect rounding.

B Reflects current period presentation.

Services Billed by PwC

 

October 31, 2008A

October 31, 2007A

Audit-Related Fees

$2,110,000

$-

Tax Fees

$-

$-

All Other Fees

$185,000

$275,000

A Amounts may reflect rounding.

"Audit-Related Fees" represent fees billed for assurance and related services that are reasonably related to the performance of the fund audit or the review of the fund's financial statements and that are not reported under Audit Fees.

"Tax Fees" represent fees billed for tax compliance, tax advice or tax planning that relate directly to the operations and financial reporting of the fund.

"All Other Fees" represent fees billed for assurance services provided to the fund or Fund Service Provider that relate directly to the operations and financial reporting of the fund, excluding those services that are reported under Audit Fees, Audit-Related Fees or Tax Fees.

Assurance services must be performed by an independent public accountant.

* * *

The aggregate non-audit fees billed by PwC and Deloitte Entities for services rendered to the Funds, FMR (not including any sub-adviser whose role is primarily portfolio management and is subcontracted with or overseen by another investment adviser), and any Fund Service Provider for each of the last two fiscal years of the Funds are as follows:

Billed By

October 31, 2008 A

October 31, 2007 A

PwC

$3,220,000

$2,275,000

Deloitte Entities

$1,440,000

$705,000

A Amounts may reflect rounding.

The trust's Audit Committee has considered non-audit services that were not pre-approved that were provided by PwC and Deloitte Entities to Fund Service Providers to be compatible with maintaining the independence of PwC and Deloitte Entities in their audits of the Funds, taking into account representations from PwC and Deloitte Entities, in accordance with Independence Standards Board Standard No. 1, regarding their independence from the Funds and their related entities and FMR's review of the appropriateness and permissibility under applicable law of such non-audit services prior to their provision to the Fund Service Providers.

Audit Committee Pre-Approval Policies and Procedures

The Fidelity fund's Audit Committee must pre-approve all audit and non-audit services provided by a fund's independent registered public accounting firm relating to the operations or financial reporting of the fund. Prior to the commencement of any audit or non-audit services to a fund, the Audit Committee reviews the services to determine whether they are appropriate and permissible under applicable law.

The Audit Committee has adopted policies and procedures to, among other purposes, provide a framework for the Committee's consideration of non-audit services by the audit firms that audit the Fidelity funds. The policies and procedures require that any non-audit service provided by a fund audit firm to a Fidelity fund and any non-audit service provided by a fund auditor to a Fund Service Provider that relates directly to the operations and financial reporting of a Fidelity fund ("Covered Service") are subject to approval by the Audit Committee before such service is provided.

All Covered Services must be approved in advance of provision of the service either: (i) by formal resolution of the Audit Committee, or (ii) by oral or written approval of the service by the Chair of the Audit Committee (or if the Chair is unavailable, such other member of the Audit Committee as may be designated by the Chair to act in the Chair's absence). The approval contemplated by (ii) above is permitted where the Treasurer determines that action on such an engagement is necessary before the next meeting of the Audit Committee.

Non-audit services provided by a fund audit firm to a Fund Service Provider that do not relate directly to the operations and financial reporting of a Fidelity fund are reported to the Audit Committee on a periodic basis.

Non-Audit Services Approved Pursuant to Rule 2-01(c)(7)(i)(C) and (ii) of Regulation S-X ("De Minimis Exception")

There were no non-audit services approved or required to be approved by the Audit Committee pursuant to the De Minimis Exception during the Funds' last two fiscal years relating to services provided to (i) the Funds or (ii) any Fund Service Provider that relate directly to the operations and financial reporting of the Funds.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Investments

(a) Not applicable.

(b) Not applicable

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies

Not applicable.

Item 9. Purchase of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders

There were no material changes to the procedures by which shareholders may recommend nominees to the trust's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the trust's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the trust is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the trust's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the second fiscal quarter of the period covered by this report that has materially affected, or is reasonably likely to materially affect, the trust's internal control over financial reporting.

Item 12. Exhibits

(a)

(1)

Code of Ethics pursuant to Item 2 of Form N-CSR is filed and attached hereto as EX-99.CODE ETH.

(a)

(2)

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

(a)

(3)

Not applicable.

(b)

 

Certification pursuant to Rule 30a-2(b) under the Investment Company Act of 1940 (17 CFR 270.30a-2(b)) is furnished and attached hereto as Exhibit 99.906CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Investment Trust

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

January 5, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

January 5, 2009

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

January 5, 2009