-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, I8oGBeLu2U6+/NGQOsh4TvXlvDTglF1uJNptj+CCujNna7aniIdL7hR0cdqII8RL fuQGL2OctdpYL20ExA2LuA== 0000795422-06-000074.txt : 20060829 0000795422-06-000074.hdr.sgml : 20060829 20060829125458 ACCESSION NUMBER: 0000795422-06-000074 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 23 CONFORMED PERIOD OF REPORT: 20060630 FILED AS OF DATE: 20060829 DATE AS OF CHANGE: 20060829 EFFECTIVENESS DATE: 20060829 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FIDELITY ADVISOR SERIES II CENTRAL INDEX KEY: 0000795422 IRS NUMBER: 000000000 FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-04707 FILM NUMBER: 061061430 BUSINESS ADDRESS: STREET 1: 82 DEVONSHIRE ST CITY: BOSTON STATE: MA ZIP: 02109 BUSINESS PHONE: 6175707000 MAIL ADDRESS: STREET 1: 82 DEVONSHIRE STREET STREET 2: MAILZONE ZH1 CITY: BOSTON STATE: MA ZIP: 02109 FORMER COMPANY: FORMER CONFORMED NAME: FIDELITY DIVERSIFIED TRUST DATE OF NAME CHANGE: 19930706 FORMER COMPANY: FORMER CONFORMED NAME: PLYMOUTH FUND DATE OF NAME CHANGE: 19920130 FORMER COMPANY: FORMER CONFORMED NAME: PLYMOUTH INVESTMENT SERIES DATE OF NAME CHANGE: 19911204 0000795422 S000005132 Fidelity Advisor Mid Cap II Fund C000014037 Class A FIIAX C000014038 Class B FIIBX C000014039 Class C FIICX C000014040 Class T FITIX C000014041 Institutional Class FIIMX 0000795422 S000005152 Fidelity Advisor Strategic Income Fund C000014110 Class A FSTAX C000014111 Class B FSINX C000014112 Class C FSRCX C000014113 Class T FSIAX C000014114 Institutional Class FSRIX N-CSRS 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 811-4707

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

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

Eric D. Roiter, Secretary

82 Devonshire St.

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

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

Date of fiscal year end:

December 31

Date of reporting period:

June 30, 2006

Item 1. Reports to Stockholders

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

Mid Cap II

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

Semiannual Report

June 30, 2006

(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 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.

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 www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Although many securities markets made gains in early 2006, inflation concerns led to mixed results through the year's mid-point. Financial markets are always unpredictable. There are, however, 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

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2006 to June 30, 2006).

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.

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.

Semiannual Report

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

Beginning
Account Value
January 1, 2006

Ending
Account Value
June 30, 2006

Expenses Paid
During Period
*
January 1, 2006
to June 30, 2006

Class A

Actual

$ 1,000.00

$ 1,063.30

$ 6.29

HypotheticalA

$ 1,000.00

$ 1,018.70

$ 6.16

Class T

Actual

$ 1,000.00

$ 1,062.70

$ 7.06

HypotheticalA

$ 1,000.00

$ 1,017.95

$ 6.90

Class B

Actual

$ 1,000.00

$ 1,059.00

$ 10.21

HypotheticalA

$ 1,000.00

$ 1,014.88

$ 9.99

Class C

Actual

$ 1,000.00

$ 1,059.70

$ 10.06

HypotheticalA

$ 1,000.00

$ 1,015.03

$ 9.84

Institutional Class

Actual

$ 1,000.00

$ 1,064.50

$ 4.97

HypotheticalA

$ 1,000.00

$ 1,019.98

$ 4.86

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below);multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.23%

Class T

1.38%

Class B

2.00%

Class C

1.97%

Institutional Class

.97%

Semiannual Report

Investment Changes

Top Ten Stocks as of June 30, 2006

% of fund's
net assets

% of fund's net assets
6 months ago

Newmont Mining Corp.

3.0

1.6

Noble Corp.

2.7

1.0

Rockwell Automation, Inc.

1.7

1.5

Hess Corp.

1.6

0.1

Thermo Electron Corp.

1.5

1.4

Harsco Corp.

1.5

1.1

AGCO Corp.

1.5

1.1

Kinross Gold Corp.

1.3

1.1

Assurant, Inc.

1.2

1.4

American International Group, Inc.

1.1

0.3

17.1

Top Five Market Sectors as of June 30, 2006

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

17.4

16.0

Materials

13.0

8.8

Industrials

12.7

13.9

Financials

11.4

8.9

Information Technology

10.7

10.7

Asset Allocation (% of fund's net assets)

As of June 30, 2006*

As of December 31, 2005**

Stocks 88.8%

Stocks 92.6%

Short-Term
Investments and
Net Other Assets 11.2%

Short-Term
Investments and
Net Other Assets 7.4%

* Foreign
investments

26.4%

** Foreign investments

26.7%



Semiannual Report

Investments June 30, 2006 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 88.8%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 7.7%

Auto Components - 0.4%

Autoliv, Inc.

30

$ 1,697

IMPCO Technologies, Inc. (a)

339,805

3,625,719

New Focus Auto Tech Holdings Ltd.

1,016,000

320,515

Showa Corp.

47,700

796,633

4,744,564

Automobiles - 0.3%

Bajaj Auto Ltd.

14

839

Geely Automobile Holdings Ltd.

10,590,000

1,322,685

Harley-Davidson, Inc.

12,600

691,614

Hero Honda Motors Ltd.

6

104

Hyundai Motor Co.

10,097

857,825

Mahindra & Mahindra Ltd.

18,659

252,881

Maruti Udyog Ltd.

55,170

958,020

National R.V. Holdings, Inc. (a)

16,800

90,888

4,174,856

Diversified Consumer Services - 0.1%

Bright Horizons Family Solutions, Inc. (a)

2

75

Raffles Education Corp. Ltd.

274,000

418,915

418,990

Hotels, Restaurants & Leisure - 0.8%

Ruth's Chris Steak House, Inc.

15,700

320,594

Sonic Corp. (a)

239,602

4,981,326

St. Marc Holdings Co. Ltd.

68,300

4,715,491

TAJ GVK Hotels & Resorts Ltd.

111,311

471,640

10,489,051

Household Durables - 0.8%

Alba PLC

19

73

Cyrela Brazil Realty SA

9,000

149,591

Daito Trust Construction Co.

14,600

808,949

Goldcrest Co. Ltd. (d)

25,180

1,234,519

Leggett & Platt, Inc.

95,000

2,373,100

LG Electronics, Inc.

13,560

821,862

Nihon Eslead Corp.

47,000

1,326,721

Sekisui House Ltd.

118,000

1,620,083

The Stanley Works

40,700

1,921,854

Woongjin Coway Co. Ltd.

15,470

339,176

10,595,928

Internet & Catalog Retail - 0.2%

Alloy, Inc. (a)

425

4,458

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Internet & Catalog Retail - continued

ASKUL Corp.

30,800

$ 685,043

dELiA*s, Inc. (a)

850

6,868

VistaPrint Ltd.

50,132

1,340,530

2,036,899

Leisure Equipment & Products - 0.4%

Giant Manufacturing Co. Ltd.

126,000

203,913

Jumbo SA

165,760

2,073,753

Oakley, Inc.

60,800

1,024,480

Trigano SA

39,800

2,112,855

5,415,001

Media - 1.0%

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

73,400

2,293,462

Clear Media Ltd. (a)

1,000

1,159

Harris Interactive, Inc. (a)

457,258

2,606,371

Interpublic Group of Companies, Inc. (a)

169,300

1,413,655

Omnicom Group, Inc.

72,226

6,434,614

Salem Communications Corp. Class A (a)

23,300

303,133

Trader Classified Media NV Class A (NY Shares)

8,000

111,146

Zee Telefilms Ltd.

12

63

13,163,603

Multiline Retail - 0.8%

Lifestyle International Holdings Ltd.

440,000

804,507

Lojas Renner SA

27,800

1,476,061

Nordstrom, Inc.

179,300

6,544,450

Pantaloon Retail India Ltd.

9,353

315,572

PT Mitra Adiperkasa Tbk

238,000

21,326

Ryohin Keikaku Co. Ltd.

16,100

1,319,799

10,481,715

Specialty Retail - 2.1%

Abercrombie & Fitch Co. Class A

16,700

925,681

Asbury Automotive Group, Inc. (a)

75,100

1,572,594

Best Buy Co., Inc.

7,650

419,526

Build-A-Bear Workshop, Inc. (a)(d)

87,100

1,873,521

Charming Shoppes, Inc. (a)

63,915

718,405

Circuit City Stores, Inc.

80,100

2,180,322

DSG International PLC

1,104,800

3,902,861

DSW, Inc. Class A

11,100

404,262

Ellerine Holdings Ltd.

38,800

354,449

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

Gamestop Corp.:

Class A (a)

3,200

$ 134,400

Class B (a)

107,200

3,671,600

Inditex SA

68,700

2,898,317

KOMERI Co. Ltd.

90,200

2,853,607

Lewis Group Ltd.

82,500

531,590

Nitori Co. Ltd.

35,150

1,711,038

Tiffany & Co., Inc.

44,300

1,462,786

United Auto Group, Inc.

35,400

755,790

Yamada Denki Co. Ltd.

11,800

1,203,461

27,574,210

Textiles, Apparel & Luxury Goods - 0.8%

Asics Corp.

676,300

6,891,552

Deckers Outdoor Corp. (a)

16,700

643,952

Ports Design Ltd.

517,500

832,931

Ted Baker PLC

192,840

1,788,686

Welspun India Ltd. (a)

7,963

13,616

Yue Yuen Industrial Holdings Ltd.

142,500

391,743

10,562,480

TOTAL CONSUMER DISCRETIONARY

99,657,297

CONSUMER STAPLES - 3.7%

Beverages - 0.0%

Fomento Economico Mexicano SA de CV sponsored ADR

4,900

410,228

Grupo Modelo SA de CV Series C

25,400

96,276

Jones Soda Co. (a)(d)

8,600

77,400

583,904

Food & Staples Retailing - 0.4%

Daikokutenbussan Co. Ltd.

9,200

228,342

Heng Tai Consumables Group Ltd.

2,458,400

294,391

Metro AG

59,600

3,378,971

Plant Co. Ltd.

9,800

53,015

Valor Co. Ltd.

68,100

1,240,887

5,195,606

Food Products - 1.6%

Archer-Daniels-Midland Co.

47,500

1,960,800

Barry Callebaut AG

5

2,110

Britannia Industries Ltd.

6,665

174,128

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER STAPLES - continued

Food Products - continued

Green Mountain Coffee Roasters, Inc. (a)

135

$ 5,423

Groupe Danone

93,720

11,910,736

Groupe Danone sponsored ADR

13,500

360,045

IAWS Group PLC (Ireland)

700

12,357

Lindt & Spruengli AG

135

2,823,681

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

35,300

1,184,315

PT Indofood Sukses Makmur Tbk

4,473,500

424,988

Seaboard Corp.

862

1,103,360

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)

8,500

332,775

20,294,718

Personal Products - 1.7%

Avon Products, Inc.

50,100

1,553,100

Concern Kalina OJSC sponsored ADR

9,600

387,795

Godrej Consumer Products Ltd. (a)

23,819

335,610

Hengan International Group Co. Ltd.

6,665,000

10,856,237

NBTY, Inc. (a)

319,200

7,632,072

Shiseido Co. Ltd. sponsored ADR

57,600

1,117,440

21,882,254

TOTAL CONSUMER STAPLES

47,956,482

ENERGY - 17.4%

Energy Equipment & Services - 12.5%

BJ Services Co.

59,500

2,216,970

Cameron International Corp. (a)

73,600

3,515,872

Compagnie Generale de Geophysique SA (a)

2,400

414,154

Core Laboratories NV (a)

218,700

13,349,448

ENSCO International, Inc.

65,800

3,028,116

FMC Technologies, Inc. (a)

163,100

11,002,726

Global Industries Ltd. (a)

537,716

8,979,857

GlobalSantaFe Corp.

230,500

13,311,375

Grant Prideco, Inc. (a)

263,400

11,787,150

Gulf Island Fabrication, Inc.

7,350

147,294

Noble Corp.

464,600

34,575,532

Parker Drilling Co. (a)

939,670

6,746,831

Pason Systems, Inc.

596,700

8,739,626

Pride International, Inc. (a)

134,800

4,209,804

Smith International, Inc.

92,300

4,104,581

Superior Energy Services, Inc. (a)

301,400

10,217,460

TODCO Class A

38,500

1,572,725

Common Stocks - continued

Shares

Value (Note 1)

ENERGY - continued

Energy Equipment & Services - continued

Transocean, Inc. (a)

111,100

$ 8,923,552

Veritas DGC, Inc. (a)

105,400

5,436,532

Weatherford International Ltd. (a)

186,636

9,260,878

161,540,483

Oil, Gas & Consumable Fuels - 4.9%

Arch Coal, Inc.

227,700

9,647,649

Cameco Corp.

22,100

880,397

Canadian Natural Resources Ltd.

73,000

4,036,155

Clayton Williams Energy, Inc. (a)

19,989

690,420

CONSOL Energy, Inc.

248,796

11,623,749

Energy Partners Ltd. (a)

76,416

1,448,083

Forest Oil Corp. (a)

86,138

2,856,336

Golar LNG Ltd. (NASDAQ) (a)

377

5,025

Hess Corp.

398,400

21,055,440

Hugoton Royalty Trust

1,907

56,638

International Coal Group, Inc. (a)

200,300

1,440,157

Ship Finance International Ltd. (NY Shares)

130,800

2,264,148

Southwestern Energy Co. (a)

24,000

747,840

Tesoro Corp.

77,500

5,762,900

TransMontaigne, Inc. (a)

100

1,121

Valero Energy Corp.

26,102

1,736,305

64,252,363

TOTAL ENERGY

225,792,846

FINANCIALS - 11.4%

Capital Markets - 1.7%

A.G. Edwards, Inc.

28,400

1,571,088

AllianceBernstein Holding LP

170,800

10,442,712

Ameriprise Financial, Inc.

101,800

4,547,406

Azimut Holdings Spa

165,600

1,732,179

JAFCO Co. Ltd.

11,300

677,457

Korea Investment Holdings Co. Ltd.

87,990

2,875,187

21,846,029

Commercial Banks - 1.9%

Allahabad Bank

202,408

281,686

Banco Itau Holding Financeira SA sponsored ADR (non-vtg.)

25,900

755,244

Banco Pastor SA

384,000

5,034,931

Bank of Baroda

277,156

1,276,923

Bank of Fukuoka Ltd.

444,400

3,378,877

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Commercial Banks - continued

Bank of India

356,989

$ 795,600

Boston Private Financial Holdings, Inc.

114,045

3,181,856

Canara Bank

72,671

322,347

Colonial Bancgroup, Inc.

43,200

1,109,376

Corp. Bank

61,129

295,785

HDFC Bank Ltd. sponsored ADR

9,400

512,770

Hiroshima Bank Ltd.

302,100

1,840,190

ICICI Bank Ltd. sponsored ADR

9,100

215,215

Industrial & Commercial Bank of China (Asia) Ltd.

157,000

231,470

Juroku Bank Ltd.

189,000

1,106,664

Oriental Bank of Commerce

8,668

33,642

PrivateBancorp, Inc.

8,000

331,280

Punjab National Bank

13,630

101,871

State Bank of India

46,867

862,351

Sumitomo Trust & Banking Co. Ltd.

153,000

1,671,401

The Keiyo Bank Ltd.

127,000

719,213

UCO Bank

379,897

139,936

Uniao de Bancos Brasileiros SA (Unibanco) GDR

6,200

411,618

Uti Bank Ltd.

74,100

432,761

25,043,007

Consumer Finance - 0.2%

Advanta Corp.:

Class A

21,475

704,165

Class B

40,800

1,466,760

2,170,925

Diversified Financial Services - 0.9%

Bank of America Corp.

158,100

7,604,610

Financial Technology (India) Ltd.

12

313

IntercontinentalExchange, Inc.

37,500

2,172,750

Kotak Mahindra Bank Ltd.

162,226

862,751

TSX Group, Inc.

39,200

1,573,197

12,213,621

Insurance - 4.9%

Admiral Group PLC

51,900

596,108

AFLAC, Inc.

261,600

12,125,160

American International Group, Inc.

236,600

13,971,230

Assurant, Inc.

315,800

15,284,720

Milano Assicurazioni Spa

181,000

1,320,908

Ohio Casualty Corp.

58,473

1,738,402

Old Republic International Corp.

166,500

3,558,105

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Insurance - continued

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

636,500

$ 1,930,092

Progressive Corp.

194,000

4,987,740

Protective Life Corp.

68,600

3,198,132

Universal American Financial Corp. (a)

1,699

22,342

USI Holdings Corp. (a)

339,031

4,546,406

63,279,345

Real Estate Investment Trusts - 0.8%

Equity Residential (SBI)

112,100

5,014,233

Multiplex Group unit

1,037,600

2,521,472

Unibail (Reg.)

6,300

1,098,436

Weingarten Realty Investors (SBI)

30,200

1,156,056

9,790,197

Real Estate Management & Development - 1.0%

Aeon Mall Co. Ltd. (d)

72,900

3,064,444

British Land Co. PLC

45,800

1,069,880

CapitaLand Ltd.

379,000

1,077,487

Derwent Valley Holdings PLC

37,700

1,093,336

Kerry Properties Ltd.

1,442,665

4,913,374

Mitsubishi Estate Co. Ltd.

54,000

1,146,777

NTT Urban Development Co.

83

647,026

W.P. Carey & Co. LLC

1,100

27,852

13,040,176

Thrifts & Mortgage Finance - 0.0%

Housing Development Finance Corp. Ltd.

16

397

Radian Group, Inc.

4,500

278,010

278,407

TOTAL FINANCIALS

147,661,707

HEALTH CARE - 9.7%

Biotechnology - 0.2%

Alnylam Pharmaceuticals, Inc. (a)

49,668

748,993

BioMarin Pharmaceutical, Inc. (a)

69,582

999,893

Sirna Therapeutics, Inc. (a)(d)

39,855

227,174

Theravance, Inc. (a)

30,300

693,264

2,669,324

Health Care Equipment & Supplies - 1.0%

Beckman Coulter, Inc.

41,300

2,294,215

BioLase Technology, Inc.

35,800

300,720

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

C.R. Bard, Inc.

42,100

$ 3,084,246

Edwards Lifesciences Corp. (a)

39,200

1,780,856

Endocare, Inc. (a)

7,500

18,750

Haemonetics Corp. (a)

115,175

5,356,789

IDEXX Laboratories, Inc. (a)

5,600

420,728

St. Jude Medical, Inc. (a)

200

6,484

Synthes, Inc.

10

1,207

13,263,995

Health Care Providers & Services - 1.6%

Aetna, Inc.

65,700

2,623,401

Apollo Hospitals Enterprise Ltd.

31,353

273,963

Caremark Rx, Inc.

34,200

1,705,554

Chemed Corp.

25,800

1,406,874

Diagnosticos Da America SA (a)

16,000

307,974

Humana, Inc. (a)

63,400

3,404,580

Omnicare, Inc.

32,350

1,534,037

PSS World Medical, Inc. (a)

1,000

17,650

ResCare, Inc. (a)

302,600

6,052,000

VCA Antech, Inc. (a)

98,780

3,154,045

20,480,078

Health Care Technology - 1.2%

Eclipsys Corp. (a)

104,242

1,893,035

Emdeon Corp. (a)

102,300

1,269,543

IMS Health, Inc.

383,000

10,283,550

TriZetto Group, Inc. (a)

125,947

1,862,756

15,308,884

Life Sciences Tools & Services - 4.4%

Albany Molecular Research, Inc. (a)

100

1,068

Covance, Inc. (a)

115,300

7,058,666

Exelixis, Inc. (a)

26

261

Harvard Bioscience, Inc. (a)

275,671

1,226,736

ICON PLC sponsored ADR (a)

32,600

1,802,780

Invitrogen Corp. (a)

92,600

6,118,082

Luminex Corp. (a)

4,800

83,472

Millipore Corp. (a)

75,900

4,780,941

PAREXEL International Corp. (a)

103,400

2,983,090

QIAGEN NV (a)

750,600

10,298,232

Stratagene Corp.

121,264

748,199

Thermo Electron Corp. (a)

555,600

20,134,944

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Life Sciences Tools & Services - continued

Ventana Medical Systems, Inc. (a)

20

$ 944

Waters Corp. (a)

48,000

2,131,200

57,368,615

Pharmaceuticals - 1.3%

Allergan, Inc.

23,663

2,538,093

Dr. Reddy's Laboratories Ltd. sponsored ADR

9,400

260,380

Johnson & Johnson

124,500

7,460,040

New River Pharmaceuticals, Inc. (a)

129,800

3,699,300

Ranbaxy Laboratories Ltd. sponsored GDR

13

103

ViroPharma, Inc. (a)

280,200

2,415,324

16,373,240

TOTAL HEALTH CARE

125,464,136

INDUSTRIALS - 12.7%

Aerospace & Defense - 1.1%

Alliant Techsystems, Inc. (a)

29,300

2,237,055

CAE, Inc.

209,700

1,596,748

Ceradyne, Inc. (a)

58,700

2,905,063

Esterline Technologies Corp. (a)

167,209

6,954,222

13,693,088

Air Freight & Logistics - 0.0%

Hub Group, Inc. Class A (a)

72

1,766

Airlines - 1.2%

ACE Aviation Holdings, Inc. Class A (a)

180,500

5,036,796

Alaska Air Group, Inc. (a)

269,500

10,623,690

15,660,486

Building Products - 0.2%

American Woodmark Corp.

88,351

3,095,819

Simpson Manufacturing Co. Ltd.

48

1,730

3,097,549

Commercial Services & Supplies - 1.2%

American Ecology Corp.

8,328

220,692

Bio-Treat Technology Ltd.

775,000

523,897

Cintas Corp.

105,426

4,191,738

Equifax, Inc.

57,500

1,974,550

Fullcast Co. Ltd. (d)

1,109

3,770,164

Intertek Group PLC

78,000

1,009,854

Midas International Holdings Ltd.

2,051,000

126,764

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Commercial Services & Supplies - continued

Monster Worldwide, Inc. (a)

25,600

$ 1,092,096

Randstad Holdings NV

46,200

2,709,100

Societe Generale de Surveillance Holding SA (SGS) (Reg.)

14

13,284

Stericycle, Inc. (a)

76

4,948

Tele Atlas NV (a)

7,300

155,480

15,792,567

Construction & Engineering - 0.6%

Daelim Industrial Co.

7,750

486,877

Fluor Corp.

24,700

2,295,371

Insituform Technologies, Inc. Class A (a)

17

389

Jacobs Engineering Group, Inc. (a)

26,530

2,112,849

LG Engineering & Construction Co. Ltd.

7,880

509,995

Quanta Services, Inc. (a)

6,800

117,844

Shaw Group, Inc. (a)

60,330

1,677,174

Taihei Dengyo Kaisha Ltd.

59,000

407,341

7,607,840

Electrical Equipment - 2.0%

Crompton Greaves Ltd.

15,896

303,212

Rockwell Automation, Inc.

300,778

21,659,024

Roper Industries, Inc.

11,800

551,650

Solar Integrated Technologies, Inc. (a)

122,700

207,650

SolarWorld AG (d)

43,200

2,711,679

25,433,215

Industrial Conglomerates - 0.6%

Fu Sheng Industrial Co. Ltd.

681,840

658,076

General Electric Co.

179,400

5,913,024

Max India Ltd. (a)

44,379

759,028

NWS Holdings Ltd.

267,000

464,124

7,794,252

Machinery - 5.2%

AGCO Corp. (a)

748,780

19,707,890

Badger Meter, Inc.

118,000

3,186,000

Crane Co.

37,600

1,564,160

Deutz AG (a)

31,300

246,240

Dover Corp.

53,600

2,649,448

Eicher Motors Ltd.

30,058

156,252

Flowserve Corp. (a)

129,300

7,357,170

Graco, Inc.

57,900

2,662,242

Harsco Corp.

257,100

20,043,516

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Machinery - continued

Heidelberger Druckmaschinen AG

36,000

$ 1,637,120

Hyflux Ltd.

102,000

152,080

Krones AG

190

23,814

MAN AG

22,100

1,600,666

MMI Holdings Ltd.

2,694,000

1,216,925

Tata Motors Ltd.

64,939

1,125,038

Valmont Industries, Inc.

59,180

2,751,278

Wabtec Corp.

55,300

2,068,220

68,148,059

Marine - 0.0%

Hanjin Shipping Co. Ltd.

10

239

Road & Rail - 0.1%

J.B. Hunt Transport Services, Inc.

66,679

1,660,974

Trading Companies & Distributors - 0.4%

GATX Corp.

110,100

4,679,250

Transportation Infrastructure - 0.1%

Hopewell Holdings Ltd.

321,000

905,186

TOTAL INDUSTRIALS

164,474,471

INFORMATION TECHNOLOGY - 10.7%

Communications Equipment - 1.4%

Adtran, Inc.

78,100

1,751,783

Avaya, Inc. (a)

261,300

2,984,046

Black Box Corp.

11,900

456,127

D-Link Corp.

313,000

341,242

Harris Corp.

71,100

2,951,361

NETGEAR, Inc. (a)

86

1,862

QUALCOMM, Inc.

154,300

6,182,801

Tellabs, Inc. (a)

229,546

3,055,257

Zyxel Communications Corp.

244,000

399,401

18,123,880

Computers & Peripherals - 1.1%

Apple Computer, Inc. (a)

132,951

7,594,161

Hypercom Corp. (a)

221,500

2,071,025

Oberthur Card Systems (d)

125,200

940,115

SanDisk Corp. (a)

21

1,071

Seagate Technology

111,400

2,522,096

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - continued

Unisteel Technology Ltd.

347,500

$ 401,759

Xyratex Ltd. (a)

1,800

47,610

13,577,837

Electronic Equipment & Instruments - 3.7%

Agilent Technologies, Inc. (a)

67,600

2,133,456

CDW Corp.

211,120

11,537,708

FLIR Systems, Inc. (a)

51

1,125

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,163,485

7,186,775

Ibiden Co. Ltd.

22,700

1,091,108

Itron, Inc. (a)

11,700

693,342

KEMET Corp. (a)

338,200

3,118,204

Keyence Corp.

2,200

561,800

Mettler-Toledo International, Inc. (a)

183,900

11,138,823

Molex, Inc.

49,250

1,653,323

National Instruments Corp.

100

2,740

Nidec Corp. sponsored ADR

53,700

968,748

Vishay Intertechnology, Inc. (a)

486,100

7,646,353

47,733,505

Internet Software & Services - 1.1%

Art Technology Group, Inc. (a)

946,338

2,820,087

EDGAR Online, Inc. (a)

13,600

63,920

NHN Corp. (a)

1,366

475,155

RealNetworks, Inc. (a)

251,272

2,688,610

Tencent Holdings Ltd.

315,000

661,130

ValueClick, Inc. (a)

45,821

703,352

VeriSign, Inc. (a)

71,500

1,656,655

WebEx Communications, Inc. (a)

145,828

5,182,727

Yahoo! Japan Corp.

932

493,591

14,745,227

IT Services - 0.3%

Cognizant Technology Solutions Corp. Class A (a)

27,900

1,879,623

Infosys Technologies Ltd.

5,020

336,886

Infosys Technologies Ltd. sponsored ADR

5,200

397,332

Northgate Information Solutions PLC (a)

1,113,700

1,596,379

StarTek, Inc.

4,900

73,255

4,283,475

Semiconductors & Semiconductor Equipment - 2.3%

Advanced Micro Devices, Inc. (a)

54,600

1,333,332

Altera Corp. (a)

100,836

1,769,672

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Analog Devices, Inc.

19,500

$ 626,730

ASML Holding NV (NY Shares) (a)

339,300

6,860,646

Cymer, Inc. (a)

7,100

329,866

MEMC Electronic Materials, Inc. (a)

132,600

4,972,500

Saifun Semiconductors Ltd.

700

20,055

Teradyne, Inc. (a)

77,600

1,080,968

Texas Instruments, Inc.

72,800

2,205,112

Veeco Instruments, Inc. (a)

235,854

5,622,759

Zoran Corp. (a)

225,229

5,482,074

30,303,714

Software - 0.8%

Cognos, Inc. (a)

133,500

3,792,631

Informatica Corp. (a)

7,100

93,436

Manhattan Associates, Inc. (a)

58,803

1,193,113

Open Solutions, Inc. (a)

95,271

2,535,161

Plato Learning, Inc. (a)

48,734

303,125

Quality Systems, Inc.

27,828

1,024,627

Temenos Group AG (a)

73,939

680,420

9,622,513

TOTAL INFORMATION TECHNOLOGY

138,390,151

MATERIALS - 13.0%

Chemicals - 2.7%

Airgas, Inc.

332,957

12,402,648

Albemarle Corp.

48,000

2,298,240

Asian Paints India Ltd.

102,341

1,320,641

Ecolab, Inc.

263,100

10,676,598

Kuraray Co. Ltd.

27,500

307,625

Nitto Denko Corp.

10,800

769,238

Praxair, Inc.

40,100

2,165,400

Tokuyama Corp.

336,000

4,991,916

United Phosphorous Ltd.

45

232

Valhi, Inc.

9,550

234,453

35,166,991

Containers & Packaging - 0.2%

Crown Holdings, Inc. (a)

94,140

1,465,760

Essel Propack Ltd.

201,674

281,983

Pactiv Corp. (a)

61,595

1,524,476

3,272,219

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Metals & Mining - 9.7%

Agnico-Eagle Mines Ltd.

318,200

$ 10,549,657

AK Steel Holding Corp. (a)

150,766

2,085,094

Amcol International Corp.

14,200

374,170

Barrick Gold Corp.

18,800

555,259

Bema Gold Corp. (a)

31,400

156,677

Boliden AB

274,600

5,056,493

Century Aluminum Co. (a)

211,860

7,561,283

Compania de Minas Buenaventura SA sponsored ADR

49,800

1,358,544

Eldorado Gold Corp. (a)

27,800

134,978

Equinox Minerals Ltd. (a)

863,500

1,005,599

Freeport-McMoRan Copper & Gold, Inc. Class B

249,100

13,802,631

Harmony Gold Mining Co. Ltd. (a)

120,700

1,966,203

High River Gold Mines Ltd. (a)

407,400

839,398

HudBay Minerals, Inc. (a)

187,900

2,390,200

IAMGOLD Corp.

158,800

1,411,176

Kinross Gold Corp. (a)

1,605,100

17,498,940

Newmont Mining Corp.

738,500

39,088,802

Nucor Corp.

28,800

1,562,400

Phelps Dodge Corp.

30,700

2,522,312

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

58,200

3,492,104

United States Steel Corp.

147,900

10,370,748

Zinifex Ltd.

262,900

1,957,649

125,740,317

Paper & Forest Products - 0.4%

Lee & Man Paper Manufacturing Ltd.

1,972,000

2,881,983

Sino-Forest Corp. (a)

398,500

2,052,652

4,934,635

TOTAL MATERIALS

169,114,162

TELECOMMUNICATION SERVICES - 1.5%

Diversified Telecommunication Services - 1.2%

AT&T, Inc.

253,300

7,064,537

Qwest Communications International, Inc. (a)

1,060,500

8,579,445

15,643,982

Wireless Telecommunication Services - 0.3%

America Movil SA de CV Series L sponsored ADR

28,300

941,258

Bharti Airtel Ltd. (a)

116,182

1,001,297

Common Stocks - continued

Shares

Value (Note 1)

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

NII Holdings, Inc. (a)

50

$ 2,819

USA Mobility, Inc.

80,460

1,335,636

3,281,010

TOTAL TELECOMMUNICATION SERVICES

18,924,992

UTILITIES - 1.0%

Gas Utilities - 0.3%

AGL Resources, Inc.

41,900

1,597,228

Xinao Gas Holdings Ltd.

2,352,000

2,241,082

3,838,310

Independent Power Producers & Energy Traders - 0.7%

AES Corp. (a)

467,900

8,632,755

Black Hills Corp.

29,300

1,005,869

Malakoff BHD

91,700

242,071

9,880,695

TOTAL UTILITIES

13,719,005

TOTAL COMMON STOCKS

(Cost $1,031,861,937)

1,151,155,249

Money Market Funds - 11.0%

Fidelity Cash Central Fund, 5.11% (b)

132,856,643

132,856,643

Fidelity Securities Lending Cash Central Fund, 5.14% (b)(c)

10,330,844

10,330,844

TOTAL MONEY MARKET FUNDS

(Cost $143,187,487)

143,187,487

TOTAL INVESTMENT PORTFOLIO - 99.8%

(Cost $1,175,049,424)

1,294,342,736

NET OTHER ASSETS - 0.2%

2,785,264

NET ASSETS - 100%

$ 1,297,128,000

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 the affiliated Central funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 2,251,748

Fidelity Securities Lending Cash Central Fund

147,080

Total

$ 2,398,828

Other Information

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America

73.6%

Cayman Islands

5.3%

Canada

5.3%

Japan

4.3%

Netherlands

2.5%

France

1.3%

Others (individually less than 1%)

7.7%

100.0%

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

June 30, 2006 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $9,983,626) - See accompanying schedule:

Unaffiliated issuers (cost $1,031,861,937)

$ 1,151,155,249

Affiliated Central Funds (cost $143,187,487)

143,187,487

Total Investments (cost $1,175,049,424)

$ 1,294,342,736

Cash

2,780,480

Foreign currency held at value (cost $8,030,376)

8,050,826

Receivable for investments sold

8,761,042

Receivable for fund shares sold

4,660,469

Dividends receivable

910,313

Interest receivable

471,888

Prepaid expenses

934

Receivable from investment adviser for expense reductions

367

Other receivables

71,398

Total assets

1,320,050,453

Liabilities

Payable for investments purchased

$ 9,074,181

Payable for fund shares redeemed

2,039,641

Accrued management fee

578,698

Distribution fees payable

457,828

Other affiliated payables

326,922

Other payables and accrued expenses

114,339

Collateral on securities loaned, at value

10,330,844

Total liabilities

22,922,453

Net Assets

$ 1,297,128,000

Net Assets consist of:

Paid in capital

$ 1,157,130,224

Accumulated net investment loss

(506,918)

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

21,163,683

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

119,341,011

Net Assets

$ 1,297,128,000

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

June 30, 2006 (Unaudited)

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($334,850,420 ÷ 21,636,483 shares)

$ 15.48

Maximum offering price per share (100/94.25 of $15.48)

$ 16.42

Class T:
Net Asset Value
and redemption price per share ($481,759,483 ÷ 31,209,888 shares)

$ 15.44

Maximum offering price per share (100/96.50 of $15.44)

$ 16.00

Class B:
Net Asset Value
and offering price per share ($78,988,384 ÷ 5,155,665 shares)A

$ 15.32

Class C:
Net Asset Value
and offering price per share ($171,036,126 ÷ 11,156,634 shares)A

$ 15.33

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($230,493,587 ÷ 14,840,043 shares)

$ 15.53

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.

Semiannual Report

Statement of Operations

Six months ended June 30, 2006 (Unaudited)

Investment Income

Dividends

$ 4,670,413

Interest

1,011

Income from affiliated Central Funds

2,398,828

Total income

7,070,252

Expenses

Management fee

$ 3,111,030

Transfer agent fees

1,568,669

Distribution fees

2,505,848

Accounting and security lending fees

191,969

Independent trustees' compensation

1,959

Custodian fees and expenses

110,939

Registration fees

175,588

Audit

39,010

Legal

7,537

Miscellaneous

3,151

Total expenses before reductions

7,715,700

Expense reductions

(139,101)

7,576,599

Net investment income (loss)

(506,347)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers (net of foreign taxes of $154,061)

24,205,476

Foreign currency transactions

5,809

Total net realized gain (loss)

24,211,285

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $308,354)

22,340,118

Assets and liabilities in foreign currencies

50,948

Total change in net unrealized appreciation (depreciation)

22,391,066

Net gain (loss)

46,602,351

Net increase (decrease) in net assets resulting from operations

$ 46,096,004

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Six months ended June 30, 2006
(Unaudited)

Year ended
December 31, 2005

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (506,347)

$ (707,079)

Net realized gain (loss)

24,211,285

3,477,904

Change in net unrealized appreciation (depreciation)

22,391,066

84,370,006

Net increase (decrease) in net assets resulting
from operations

46,096,004

87,140,831

Distributions to shareholders from net realized gain

(2,980,256)

(2,541,513)

Share transactions - net increase (decrease)

444,957,345

589,804,166

Total increase (decrease) in net assets

488,073,093

674,403,484

Net Assets

Beginning of period

809,054,907

134,651,423

End of period (including accumulated net investment loss of $506,918 and accumulated net investment loss of $571, respectively)

$ 1,297,128,000

$ 809,054,907

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

Semiannual Report

Financial Highlights - Class A

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.61

$ 12.52

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.01

.01 F

(.02)

Net realized and unrealized gain (loss)

.92

2.14

2.54

Total from investment operations

.93

2.15

2.52

Distributions from net realized gain

(.06)

(.06)

-

Net asset value, end of period

$ 15.48

$ 14.61

$ 12.52

Total Return B, C, D

6.33%

17.21%

25.20%

Ratios to Average Net Assets H

Expenses before reductions

1.23% A

1.32%

1.79% A

Expenses net of fee waivers, if any

1.23% A

1.25%

1.30% A

Expenses net of all reductions

1.21% A

1.18%

1.26% A

Net investment income (loss)

.07% A

.04% F

(.53)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 334,850

$ 189,864

$ 34,438

Portfolio turnover rate

140% A

111%

40% 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 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 (.14)%.

G For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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.

Semiannual Report

Financial Highlights - Class T

Six months ended June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.58

$ 12.51

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.01)

(.02) F

(.03)

Net realized and unrealized gain (loss)

.93

2.13

2.54

Total from investment operations

.92

2.11

2.51

Distributions from net realized gain

(.06)

(.04)

-

Net asset value, end of period

$ 15.44

$ 14.58

$ 12.51

Total Return B, C, D

6.27%

16.87%

25.10%

Ratios to Average Net Assets H

Expenses before reductions

1.38% A

1.46%

1.96% A

Expenses net of fee waivers, if any

1.38% A

1.46%

1.55% A

Expenses net of all reductions

1.36% A

1.39%

1.51% A

Net investment income (loss)

(.08)% A

(.16)% F

(.78)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 481,759

$ 318,826

$ 60,107

Portfolio turnover rate

140% A

111%

40% 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 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 (.35)%.

G For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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.

Semiannual Report

Financial Highlights - Class B

Six months ended June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.49

$ 12.48

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.05)

(.09) F

(.06)

Net realized and unrealized gain (loss)

.91

2.13

2.54

Total from investment operations

.86

2.04

2.48

Distributions from net realized gain

(.03)

(.03)

-

Net asset value, end of period

$ 15.32

$ 14.49

$ 12.48

Total Return B, C, D

5.90%

16.34%

24.80%

Ratios to Average Net Assets H

Expenses before reductions

2.02% A

2.08%

2.61% A

Expenses net of fee waivers, if any

2.00% A

2.00%

2.05% A

Expenses net of all reductions

1.97% A

1.92%

2.01% A

Net investment income (loss)

(.69)% A

(.70)% F

(1.28)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 78,988

$ 56,201

$ 15,527

Portfolio turnover rate

140% A

111%

40% 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 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 (.89)%.

G For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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.

Semiannual Report

Financial Highlights - Class C

Six months ended June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.49

$ 12.49

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.05)

(.09) F

(.06)

Net realized and unrealized gain (loss)

.92

2.12

2.55

Total from investment operations

.87

2.03

2.49

Distributions from net realized gain

(.03)

(.03)

-

Net asset value, end of period

$ 15.33

$ 14.49

$ 12.49

Total Return B, C, D

5.97%

16.25%

24.90%

Ratios to Average Net Assets H

Expenses before reductions

1.97% A

2.05%

2.53% A

Expenses net of fee waivers, if any

1.97% A

2.00%

2.05% A

Expenses net of all reductions

1.94% A

1.93%

2.01% A

Net investment income (loss)

(.66)% A

(.70)% F

(1.28)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 171,036

$ 107,286

$ 17,822

Portfolio turnover rate

140% A

111%

40% 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 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 (.89)%.

G For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 F

Selected Per-Share Data

Net asset value, beginning of period

$ 14.64

$ 12.54

$ 10.00

Income from Investment Operations

Net investment income (loss) D

.03

.04 E

(.01)

Net realized and unrealized gain (loss)

.92

2.15

2.55

Total from investment operations

.95

2.19

2.54

Distributions from net realized gain

(.06)

(.09)

-

Net asset value, end of period

$ 15.53

$ 14.64

$ 12.54

Total Return B, C

6.45%

17.43%

25.40%

Ratios to Average Net Assets G

Expenses before reductions

.97% A

1.04%

1.38% A

Expenses net of fee waivers, if any

.97% A

1.00%

1.05% A

Expenses net of all reductions

.95% A

.93%

1.01% A

Net investment income (loss)

.33% A

.29% E

(.28)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 230,494

$ 136,879

$ 6,757

Portfolio turnover rate

140% A

111%

40% 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 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 .10%.

F For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2006 (Unaudited)

1. Significant Accounting Policies.

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

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

The Fund may invest in affiliated money market central funds (Money Market Central Funds), which are open-end investment companies available to investment companies and other accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. 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 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 do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Security Valuation - continued

Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used can not be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing 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. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Semiannual Report

1. Significant Accounting Policies - continued

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

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

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

Book-tax differences are primarily due to short-term capital gains, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), partnerships, net operating losses and losses deferred due to wash sales.

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

Unrealized appreciation

$ 149,520,704

Unrealized depreciation

(33,572,535)

Net unrealized appreciation (depreciation)

$ 115,948,169

Cost for federal income tax purposes

$ 1,178,394,567

New Accounting Pronouncement. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48) was issued and is effective for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets and results of operations.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Operating Policies - continued

Repurchase Agreements - continued

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.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,060,593,700 and $704,521,550, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged ..27% 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 .56% 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%

$ 345,143

$ 15,123

Class T

.25%

.25%

1,060,380

83,316

Class B

.75%

.25%

357,398

268,613

Class C

.75%

.25%

742,927

404,604

$ 2,505,848

$ 771,656

Semiannual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares (.25% prior to February 24, 2006) 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

$ 469,859

Class T

98,697

Class B *

57,480

Class C *

15,999

$ 642,035

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

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

Amount

% of
Average
Net Assets

Class A

$ 449,968

.32*

Class T

473,126

.22*

Class B

130,675

.36*

Class C

233,116

.31*

Institutional Class

281,784

.31*

$ 1,568,669

* Annualized

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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

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

The Money Market Central Funds do not pay a management fee.

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 $21,095 for the period.

5. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounts to $1,218 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

6. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. 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 affiliated central funds. Net income from lending portfolio securities during the period amounted to $147,080.

Semiannual Report

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 B

2.00%

$ 8,563

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 $129,438 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,100.

8. Other.

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

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
June 30,
2006

Year ended
December 31,
2005

From net realized gain

Class A

$ 813,191

$ 722,938

Class T

1,326,857

785,508

Class B

104,080

115,130

Class C

207,361

216,578

Institutional Class

528,767

701,359

Total

$ 2,980,256

$ 2,541,513

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
June 30,
2006

Year ended
December 31,
2005

Six months ended
June 30,
2006

Year ended
December 31,
2005

Class A

Shares sold

10,152,675

11,209,186

$ 158,261,242

$ 148,925,410

Reinvestment of distributions

48,847

46,121

760,551

673,648

Shares redeemed

(1,564,316)

(1,006,186)

(24,122,349)

(13,491,876)

Net increase (decrease)

8,637,206

10,249,121

$ 134,899,444

$ 136,107,182

Class T

Shares sold

12,218,751

19,298,393

$ 189,920,927

$ 254,508,130

Reinvestment of distributions

82,906

52,186

1,288,360

761,896

Shares redeemed

(2,960,418)

(2,287,715)

(45,857,485)

(30,643,453)

Net increase (decrease)

9,341,239

17,062,864

$ 145,351,802

$ 224,626,573

Class B

Shares sold

1,785,596

3,212,130

$ 27,643,260

$ 41,956,200

Reinvestment of distributions

6,259

7,317

96,770

106,897

Shares redeemed

(515,768)

(583,722)

(7,890,973)

(7,653,056)

Net increase (decrease)

1,276,087

2,635,725

$ 19,849,057

$ 34,410,041

Class C

Shares sold

4,642,876

6,491,544

$ 71,964,409

$ 85,275,825

Reinvestment of distributions

11,690

12,876

180,845

188,163

Shares redeemed

(899,806)

(529,610)

(13,512,813)

(7,087,172)

Net increase (decrease)

3,754,760

5,974,810

$ 58,632,441

$ 78,376,816

Institutional Class

Shares sold

6,857,447

9,859,285

$ 107,692,560

$ 130,431,806

Reinvestment of distributions

31,432

44,117

490,661

650,145

Shares redeemed

(1,399,099)

(1,092,116)

(21,958,620)

(14,798,397)

Net increase (decrease)

5,489,780

8,811,286

$ 86,224,601

$ 116,283,554

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Advisor Mid Cap II Fund

On January 19, 2006, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve a general research services agreement (the Agreement) between FMR, FMR Co., Inc. (FMRC), Fidelity Investments Money Management, Inc. (FIMM), and Fidelity Research & Analysis Company (FRAC) (together, the Investment Advisers) for the fund, effective January 20, 2006, pursuant to which FRAC may provide general research and investment advisory support services to FMRC and FIMM. The Board considered that it has approved previously various sub-advisory agreements for the fund with affiliates of FMR that allow FMR to obtain research, non-discretionary advice, or discretionary portfolio management at no additional expense to the fund. The Board, assisted by the advice of fund counsel and independent Trustees' counsel, considered a broad range of information and determined that it would be beneficial for the fund to access the research and investment advisory support services supplied by FRAC at no additional expense to the fund.

The Board reached this determination in part because the new arrangement will involve no changes in (i) the contractual terms of and fees payable under the fund's management contract or sub-advisory agreements; (ii) the investment process or strategies employed in the management of the fund's assets; (iii) the nature or level of services provided under the fund's management contract or sub-advisory agreements; (iv) the day-to-day management of the fund or the persons primarily responsible for such management; or (v) the ultimate control or beneficial ownership of FMR, FMRC, or FIMM. The Board also considered that the establishment of the Agreement would not necessitate prior shareholder approval of the Agreement or result in an assignment and termination of the fund's management contract or sub-advisory agreements under the Investment Company Act of 1940.

Because the Board was approving an arrangement with FRAC under which the fund will not bear any additional management fees or expenses and under which the fund's portfolio manager would not change, it did not consider the fund's investment performance, competitiveness of management fee and total expenses, costs of services and profitability, or economies of scale to be significant factors in its decision.

In connection with its future renewal of the fund's management contract and sub-advisory agreements, the Board will consider: (i) the nature, extent, and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the fund's management fee and total expenses; (iii) the costs of the services and profitability, including 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; and (iv) 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.

Semiannual 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 fund's Agreement is fair and reasonable, and that the fund's Agreement should be approved.

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Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company
(formerly Fidelity Management &
Research (Far East) Inc.)

Fidelity International Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

AMP-USAN-0806
1.801445.101

(Fidelity Investment logo)(registered trademark)

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

Mid Cap II

Fund - Institutional Class

Semiannual Report

June 30, 2006

(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 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.

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 www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Semiannual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Although many securities markets made gains in early 2006, inflation concerns led to mixed results through the year's mid-point. Financial markets are always unpredictable. There are, however, 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

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2006 to June 30, 2006).

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.

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.

Semiannual Report

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

Beginning
Account Value
January 1, 2006

Ending
Account Value
June 30, 2006

Expenses Paid
During Period
*
January 1, 2006
to June 30, 2006

Class A

Actual

$ 1,000.00

$ 1,063.30

$ 6.29

HypotheticalA

$ 1,000.00

$ 1,018.70

$ 6.16

Class T

Actual

$ 1,000.00

$ 1,062.70

$ 7.06

HypotheticalA

$ 1,000.00

$ 1,017.95

$ 6.90

Class B

Actual

$ 1,000.00

$ 1,059.00

$ 10.21

HypotheticalA

$ 1,000.00

$ 1,014.88

$ 9.99

Class C

Actual

$ 1,000.00

$ 1,059.70

$ 10.06

HypotheticalA

$ 1,000.00

$ 1,015.03

$ 9.84

Institutional Class

Actual

$ 1,000.00

$ 1,064.50

$ 4.97

HypotheticalA

$ 1,000.00

$ 1,019.98

$ 4.86

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below);multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period).

Annualized
Expense Ratio

Class A

1.23%

Class T

1.38%

Class B

2.00%

Class C

1.97%

Institutional Class

.97%

Semiannual Report

Investment Changes

Top Ten Stocks as of June 30, 2006

% of fund's
net assets

% of fund's net assets
6 months ago

Newmont Mining Corp.

3.0

1.6

Noble Corp.

2.7

1.0

Rockwell Automation, Inc.

1.7

1.5

Hess Corp.

1.6

0.1

Thermo Electron Corp.

1.5

1.4

Harsco Corp.

1.5

1.1

AGCO Corp.

1.5

1.1

Kinross Gold Corp.

1.3

1.1

Assurant, Inc.

1.2

1.4

American International Group, Inc.

1.1

0.3

17.1

Top Five Market Sectors as of June 30, 2006

% of fund's
net assets

% of fund's net assets
6 months ago

Energy

17.4

16.0

Materials

13.0

8.8

Industrials

12.7

13.9

Financials

11.4

8.9

Information Technology

10.7

10.7

Asset Allocation (% of fund's net assets)

As of June 30, 2006*

As of December 31, 2005**

Stocks 88.8%

Stocks 92.6%

Short-Term
Investments and
Net Other Assets 11.2%

Short-Term
Investments and
Net Other Assets 7.4%

* Foreign
investments

26.4%

** Foreign investments

26.7%



Semiannual Report

Investments June 30, 2006 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 88.8%

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - 7.7%

Auto Components - 0.4%

Autoliv, Inc.

30

$ 1,697

IMPCO Technologies, Inc. (a)

339,805

3,625,719

New Focus Auto Tech Holdings Ltd.

1,016,000

320,515

Showa Corp.

47,700

796,633

4,744,564

Automobiles - 0.3%

Bajaj Auto Ltd.

14

839

Geely Automobile Holdings Ltd.

10,590,000

1,322,685

Harley-Davidson, Inc.

12,600

691,614

Hero Honda Motors Ltd.

6

104

Hyundai Motor Co.

10,097

857,825

Mahindra & Mahindra Ltd.

18,659

252,881

Maruti Udyog Ltd.

55,170

958,020

National R.V. Holdings, Inc. (a)

16,800

90,888

4,174,856

Diversified Consumer Services - 0.1%

Bright Horizons Family Solutions, Inc. (a)

2

75

Raffles Education Corp. Ltd.

274,000

418,915

418,990

Hotels, Restaurants & Leisure - 0.8%

Ruth's Chris Steak House, Inc.

15,700

320,594

Sonic Corp. (a)

239,602

4,981,326

St. Marc Holdings Co. Ltd.

68,300

4,715,491

TAJ GVK Hotels & Resorts Ltd.

111,311

471,640

10,489,051

Household Durables - 0.8%

Alba PLC

19

73

Cyrela Brazil Realty SA

9,000

149,591

Daito Trust Construction Co.

14,600

808,949

Goldcrest Co. Ltd. (d)

25,180

1,234,519

Leggett & Platt, Inc.

95,000

2,373,100

LG Electronics, Inc.

13,560

821,862

Nihon Eslead Corp.

47,000

1,326,721

Sekisui House Ltd.

118,000

1,620,083

The Stanley Works

40,700

1,921,854

Woongjin Coway Co. Ltd.

15,470

339,176

10,595,928

Internet & Catalog Retail - 0.2%

Alloy, Inc. (a)

425

4,458

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Internet & Catalog Retail - continued

ASKUL Corp.

30,800

$ 685,043

dELiA*s, Inc. (a)

850

6,868

VistaPrint Ltd.

50,132

1,340,530

2,036,899

Leisure Equipment & Products - 0.4%

Giant Manufacturing Co. Ltd.

126,000

203,913

Jumbo SA

165,760

2,073,753

Oakley, Inc.

60,800

1,024,480

Trigano SA

39,800

2,112,855

5,415,001

Media - 1.0%

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

73,400

2,293,462

Clear Media Ltd. (a)

1,000

1,159

Harris Interactive, Inc. (a)

457,258

2,606,371

Interpublic Group of Companies, Inc. (a)

169,300

1,413,655

Omnicom Group, Inc.

72,226

6,434,614

Salem Communications Corp. Class A (a)

23,300

303,133

Trader Classified Media NV Class A (NY Shares)

8,000

111,146

Zee Telefilms Ltd.

12

63

13,163,603

Multiline Retail - 0.8%

Lifestyle International Holdings Ltd.

440,000

804,507

Lojas Renner SA

27,800

1,476,061

Nordstrom, Inc.

179,300

6,544,450

Pantaloon Retail India Ltd.

9,353

315,572

PT Mitra Adiperkasa Tbk

238,000

21,326

Ryohin Keikaku Co. Ltd.

16,100

1,319,799

10,481,715

Specialty Retail - 2.1%

Abercrombie & Fitch Co. Class A

16,700

925,681

Asbury Automotive Group, Inc. (a)

75,100

1,572,594

Best Buy Co., Inc.

7,650

419,526

Build-A-Bear Workshop, Inc. (a)(d)

87,100

1,873,521

Charming Shoppes, Inc. (a)

63,915

718,405

Circuit City Stores, Inc.

80,100

2,180,322

DSG International PLC

1,104,800

3,902,861

DSW, Inc. Class A

11,100

404,262

Ellerine Holdings Ltd.

38,800

354,449

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

Gamestop Corp.:

Class A (a)

3,200

$ 134,400

Class B (a)

107,200

3,671,600

Inditex SA

68,700

2,898,317

KOMERI Co. Ltd.

90,200

2,853,607

Lewis Group Ltd.

82,500

531,590

Nitori Co. Ltd.

35,150

1,711,038

Tiffany & Co., Inc.

44,300

1,462,786

United Auto Group, Inc.

35,400

755,790

Yamada Denki Co. Ltd.

11,800

1,203,461

27,574,210

Textiles, Apparel & Luxury Goods - 0.8%

Asics Corp.

676,300

6,891,552

Deckers Outdoor Corp. (a)

16,700

643,952

Ports Design Ltd.

517,500

832,931

Ted Baker PLC

192,840

1,788,686

Welspun India Ltd. (a)

7,963

13,616

Yue Yuen Industrial Holdings Ltd.

142,500

391,743

10,562,480

TOTAL CONSUMER DISCRETIONARY

99,657,297

CONSUMER STAPLES - 3.7%

Beverages - 0.0%

Fomento Economico Mexicano SA de CV sponsored ADR

4,900

410,228

Grupo Modelo SA de CV Series C

25,400

96,276

Jones Soda Co. (a)(d)

8,600

77,400

583,904

Food & Staples Retailing - 0.4%

Daikokutenbussan Co. Ltd.

9,200

228,342

Heng Tai Consumables Group Ltd.

2,458,400

294,391

Metro AG

59,600

3,378,971

Plant Co. Ltd.

9,800

53,015

Valor Co. Ltd.

68,100

1,240,887

5,195,606

Food Products - 1.6%

Archer-Daniels-Midland Co.

47,500

1,960,800

Barry Callebaut AG

5

2,110

Britannia Industries Ltd.

6,665

174,128

Common Stocks - continued

Shares

Value (Note 1)

CONSUMER STAPLES - continued

Food Products - continued

Green Mountain Coffee Roasters, Inc. (a)

135

$ 5,423

Groupe Danone

93,720

11,910,736

Groupe Danone sponsored ADR

13,500

360,045

IAWS Group PLC (Ireland)

700

12,357

Lindt & Spruengli AG

135

2,823,681

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

35,300

1,184,315

PT Indofood Sukses Makmur Tbk

4,473,500

424,988

Seaboard Corp.

862

1,103,360

Wimm-Bill-Dann Foods OJSC sponsored ADR (a)

8,500

332,775

20,294,718

Personal Products - 1.7%

Avon Products, Inc.

50,100

1,553,100

Concern Kalina OJSC sponsored ADR

9,600

387,795

Godrej Consumer Products Ltd. (a)

23,819

335,610

Hengan International Group Co. Ltd.

6,665,000

10,856,237

NBTY, Inc. (a)

319,200

7,632,072

Shiseido Co. Ltd. sponsored ADR

57,600

1,117,440

21,882,254

TOTAL CONSUMER STAPLES

47,956,482

ENERGY - 17.4%

Energy Equipment & Services - 12.5%

BJ Services Co.

59,500

2,216,970

Cameron International Corp. (a)

73,600

3,515,872

Compagnie Generale de Geophysique SA (a)

2,400

414,154

Core Laboratories NV (a)

218,700

13,349,448

ENSCO International, Inc.

65,800

3,028,116

FMC Technologies, Inc. (a)

163,100

11,002,726

Global Industries Ltd. (a)

537,716

8,979,857

GlobalSantaFe Corp.

230,500

13,311,375

Grant Prideco, Inc. (a)

263,400

11,787,150

Gulf Island Fabrication, Inc.

7,350

147,294

Noble Corp.

464,600

34,575,532

Parker Drilling Co. (a)

939,670

6,746,831

Pason Systems, Inc.

596,700

8,739,626

Pride International, Inc. (a)

134,800

4,209,804

Smith International, Inc.

92,300

4,104,581

Superior Energy Services, Inc. (a)

301,400

10,217,460

TODCO Class A

38,500

1,572,725

Common Stocks - continued

Shares

Value (Note 1)

ENERGY - continued

Energy Equipment & Services - continued

Transocean, Inc. (a)

111,100

$ 8,923,552

Veritas DGC, Inc. (a)

105,400

5,436,532

Weatherford International Ltd. (a)

186,636

9,260,878

161,540,483

Oil, Gas & Consumable Fuels - 4.9%

Arch Coal, Inc.

227,700

9,647,649

Cameco Corp.

22,100

880,397

Canadian Natural Resources Ltd.

73,000

4,036,155

Clayton Williams Energy, Inc. (a)

19,989

690,420

CONSOL Energy, Inc.

248,796

11,623,749

Energy Partners Ltd. (a)

76,416

1,448,083

Forest Oil Corp. (a)

86,138

2,856,336

Golar LNG Ltd. (NASDAQ) (a)

377

5,025

Hess Corp.

398,400

21,055,440

Hugoton Royalty Trust

1,907

56,638

International Coal Group, Inc. (a)

200,300

1,440,157

Ship Finance International Ltd. (NY Shares)

130,800

2,264,148

Southwestern Energy Co. (a)

24,000

747,840

Tesoro Corp.

77,500

5,762,900

TransMontaigne, Inc. (a)

100

1,121

Valero Energy Corp.

26,102

1,736,305

64,252,363

TOTAL ENERGY

225,792,846

FINANCIALS - 11.4%

Capital Markets - 1.7%

A.G. Edwards, Inc.

28,400

1,571,088

AllianceBernstein Holding LP

170,800

10,442,712

Ameriprise Financial, Inc.

101,800

4,547,406

Azimut Holdings Spa

165,600

1,732,179

JAFCO Co. Ltd.

11,300

677,457

Korea Investment Holdings Co. Ltd.

87,990

2,875,187

21,846,029

Commercial Banks - 1.9%

Allahabad Bank

202,408

281,686

Banco Itau Holding Financeira SA sponsored ADR (non-vtg.)

25,900

755,244

Banco Pastor SA

384,000

5,034,931

Bank of Baroda

277,156

1,276,923

Bank of Fukuoka Ltd.

444,400

3,378,877

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Commercial Banks - continued

Bank of India

356,989

$ 795,600

Boston Private Financial Holdings, Inc.

114,045

3,181,856

Canara Bank

72,671

322,347

Colonial Bancgroup, Inc.

43,200

1,109,376

Corp. Bank

61,129

295,785

HDFC Bank Ltd. sponsored ADR

9,400

512,770

Hiroshima Bank Ltd.

302,100

1,840,190

ICICI Bank Ltd. sponsored ADR

9,100

215,215

Industrial & Commercial Bank of China (Asia) Ltd.

157,000

231,470

Juroku Bank Ltd.

189,000

1,106,664

Oriental Bank of Commerce

8,668

33,642

PrivateBancorp, Inc.

8,000

331,280

Punjab National Bank

13,630

101,871

State Bank of India

46,867

862,351

Sumitomo Trust & Banking Co. Ltd.

153,000

1,671,401

The Keiyo Bank Ltd.

127,000

719,213

UCO Bank

379,897

139,936

Uniao de Bancos Brasileiros SA (Unibanco) GDR

6,200

411,618

Uti Bank Ltd.

74,100

432,761

25,043,007

Consumer Finance - 0.2%

Advanta Corp.:

Class A

21,475

704,165

Class B

40,800

1,466,760

2,170,925

Diversified Financial Services - 0.9%

Bank of America Corp.

158,100

7,604,610

Financial Technology (India) Ltd.

12

313

IntercontinentalExchange, Inc.

37,500

2,172,750

Kotak Mahindra Bank Ltd.

162,226

862,751

TSX Group, Inc.

39,200

1,573,197

12,213,621

Insurance - 4.9%

Admiral Group PLC

51,900

596,108

AFLAC, Inc.

261,600

12,125,160

American International Group, Inc.

236,600

13,971,230

Assurant, Inc.

315,800

15,284,720

Milano Assicurazioni Spa

181,000

1,320,908

Ohio Casualty Corp.

58,473

1,738,402

Old Republic International Corp.

166,500

3,558,105

Common Stocks - continued

Shares

Value (Note 1)

FINANCIALS - continued

Insurance - continued

Ping An Insurance (Group) Co. of China, Ltd. (H Shares)

636,500

$ 1,930,092

Progressive Corp.

194,000

4,987,740

Protective Life Corp.

68,600

3,198,132

Universal American Financial Corp. (a)

1,699

22,342

USI Holdings Corp. (a)

339,031

4,546,406

63,279,345

Real Estate Investment Trusts - 0.8%

Equity Residential (SBI)

112,100

5,014,233

Multiplex Group unit

1,037,600

2,521,472

Unibail (Reg.)

6,300

1,098,436

Weingarten Realty Investors (SBI)

30,200

1,156,056

9,790,197

Real Estate Management & Development - 1.0%

Aeon Mall Co. Ltd. (d)

72,900

3,064,444

British Land Co. PLC

45,800

1,069,880

CapitaLand Ltd.

379,000

1,077,487

Derwent Valley Holdings PLC

37,700

1,093,336

Kerry Properties Ltd.

1,442,665

4,913,374

Mitsubishi Estate Co. Ltd.

54,000

1,146,777

NTT Urban Development Co.

83

647,026

W.P. Carey & Co. LLC

1,100

27,852

13,040,176

Thrifts & Mortgage Finance - 0.0%

Housing Development Finance Corp. Ltd.

16

397

Radian Group, Inc.

4,500

278,010

278,407

TOTAL FINANCIALS

147,661,707

HEALTH CARE - 9.7%

Biotechnology - 0.2%

Alnylam Pharmaceuticals, Inc. (a)

49,668

748,993

BioMarin Pharmaceutical, Inc. (a)

69,582

999,893

Sirna Therapeutics, Inc. (a)(d)

39,855

227,174

Theravance, Inc. (a)

30,300

693,264

2,669,324

Health Care Equipment & Supplies - 1.0%

Beckman Coulter, Inc.

41,300

2,294,215

BioLase Technology, Inc.

35,800

300,720

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Health Care Equipment & Supplies - continued

C.R. Bard, Inc.

42,100

$ 3,084,246

Edwards Lifesciences Corp. (a)

39,200

1,780,856

Endocare, Inc. (a)

7,500

18,750

Haemonetics Corp. (a)

115,175

5,356,789

IDEXX Laboratories, Inc. (a)

5,600

420,728

St. Jude Medical, Inc. (a)

200

6,484

Synthes, Inc.

10

1,207

13,263,995

Health Care Providers & Services - 1.6%

Aetna, Inc.

65,700

2,623,401

Apollo Hospitals Enterprise Ltd.

31,353

273,963

Caremark Rx, Inc.

34,200

1,705,554

Chemed Corp.

25,800

1,406,874

Diagnosticos Da America SA (a)

16,000

307,974

Humana, Inc. (a)

63,400

3,404,580

Omnicare, Inc.

32,350

1,534,037

PSS World Medical, Inc. (a)

1,000

17,650

ResCare, Inc. (a)

302,600

6,052,000

VCA Antech, Inc. (a)

98,780

3,154,045

20,480,078

Health Care Technology - 1.2%

Eclipsys Corp. (a)

104,242

1,893,035

Emdeon Corp. (a)

102,300

1,269,543

IMS Health, Inc.

383,000

10,283,550

TriZetto Group, Inc. (a)

125,947

1,862,756

15,308,884

Life Sciences Tools & Services - 4.4%

Albany Molecular Research, Inc. (a)

100

1,068

Covance, Inc. (a)

115,300

7,058,666

Exelixis, Inc. (a)

26

261

Harvard Bioscience, Inc. (a)

275,671

1,226,736

ICON PLC sponsored ADR (a)

32,600

1,802,780

Invitrogen Corp. (a)

92,600

6,118,082

Luminex Corp. (a)

4,800

83,472

Millipore Corp. (a)

75,900

4,780,941

PAREXEL International Corp. (a)

103,400

2,983,090

QIAGEN NV (a)

750,600

10,298,232

Stratagene Corp.

121,264

748,199

Thermo Electron Corp. (a)

555,600

20,134,944

Common Stocks - continued

Shares

Value (Note 1)

HEALTH CARE - continued

Life Sciences Tools & Services - continued

Ventana Medical Systems, Inc. (a)

20

$ 944

Waters Corp. (a)

48,000

2,131,200

57,368,615

Pharmaceuticals - 1.3%

Allergan, Inc.

23,663

2,538,093

Dr. Reddy's Laboratories Ltd. sponsored ADR

9,400

260,380

Johnson & Johnson

124,500

7,460,040

New River Pharmaceuticals, Inc. (a)

129,800

3,699,300

Ranbaxy Laboratories Ltd. sponsored GDR

13

103

ViroPharma, Inc. (a)

280,200

2,415,324

16,373,240

TOTAL HEALTH CARE

125,464,136

INDUSTRIALS - 12.7%

Aerospace & Defense - 1.1%

Alliant Techsystems, Inc. (a)

29,300

2,237,055

CAE, Inc.

209,700

1,596,748

Ceradyne, Inc. (a)

58,700

2,905,063

Esterline Technologies Corp. (a)

167,209

6,954,222

13,693,088

Air Freight & Logistics - 0.0%

Hub Group, Inc. Class A (a)

72

1,766

Airlines - 1.2%

ACE Aviation Holdings, Inc. Class A (a)

180,500

5,036,796

Alaska Air Group, Inc. (a)

269,500

10,623,690

15,660,486

Building Products - 0.2%

American Woodmark Corp.

88,351

3,095,819

Simpson Manufacturing Co. Ltd.

48

1,730

3,097,549

Commercial Services & Supplies - 1.2%

American Ecology Corp.

8,328

220,692

Bio-Treat Technology Ltd.

775,000

523,897

Cintas Corp.

105,426

4,191,738

Equifax, Inc.

57,500

1,974,550

Fullcast Co. Ltd. (d)

1,109

3,770,164

Intertek Group PLC

78,000

1,009,854

Midas International Holdings Ltd.

2,051,000

126,764

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Commercial Services & Supplies - continued

Monster Worldwide, Inc. (a)

25,600

$ 1,092,096

Randstad Holdings NV

46,200

2,709,100

Societe Generale de Surveillance Holding SA (SGS) (Reg.)

14

13,284

Stericycle, Inc. (a)

76

4,948

Tele Atlas NV (a)

7,300

155,480

15,792,567

Construction & Engineering - 0.6%

Daelim Industrial Co.

7,750

486,877

Fluor Corp.

24,700

2,295,371

Insituform Technologies, Inc. Class A (a)

17

389

Jacobs Engineering Group, Inc. (a)

26,530

2,112,849

LG Engineering & Construction Co. Ltd.

7,880

509,995

Quanta Services, Inc. (a)

6,800

117,844

Shaw Group, Inc. (a)

60,330

1,677,174

Taihei Dengyo Kaisha Ltd.

59,000

407,341

7,607,840

Electrical Equipment - 2.0%

Crompton Greaves Ltd.

15,896

303,212

Rockwell Automation, Inc.

300,778

21,659,024

Roper Industries, Inc.

11,800

551,650

Solar Integrated Technologies, Inc. (a)

122,700

207,650

SolarWorld AG (d)

43,200

2,711,679

25,433,215

Industrial Conglomerates - 0.6%

Fu Sheng Industrial Co. Ltd.

681,840

658,076

General Electric Co.

179,400

5,913,024

Max India Ltd. (a)

44,379

759,028

NWS Holdings Ltd.

267,000

464,124

7,794,252

Machinery - 5.2%

AGCO Corp. (a)

748,780

19,707,890

Badger Meter, Inc.

118,000

3,186,000

Crane Co.

37,600

1,564,160

Deutz AG (a)

31,300

246,240

Dover Corp.

53,600

2,649,448

Eicher Motors Ltd.

30,058

156,252

Flowserve Corp. (a)

129,300

7,357,170

Graco, Inc.

57,900

2,662,242

Harsco Corp.

257,100

20,043,516

Common Stocks - continued

Shares

Value (Note 1)

INDUSTRIALS - continued

Machinery - continued

Heidelberger Druckmaschinen AG

36,000

$ 1,637,120

Hyflux Ltd.

102,000

152,080

Krones AG

190

23,814

MAN AG

22,100

1,600,666

MMI Holdings Ltd.

2,694,000

1,216,925

Tata Motors Ltd.

64,939

1,125,038

Valmont Industries, Inc.

59,180

2,751,278

Wabtec Corp.

55,300

2,068,220

68,148,059

Marine - 0.0%

Hanjin Shipping Co. Ltd.

10

239

Road & Rail - 0.1%

J.B. Hunt Transport Services, Inc.

66,679

1,660,974

Trading Companies & Distributors - 0.4%

GATX Corp.

110,100

4,679,250

Transportation Infrastructure - 0.1%

Hopewell Holdings Ltd.

321,000

905,186

TOTAL INDUSTRIALS

164,474,471

INFORMATION TECHNOLOGY - 10.7%

Communications Equipment - 1.4%

Adtran, Inc.

78,100

1,751,783

Avaya, Inc. (a)

261,300

2,984,046

Black Box Corp.

11,900

456,127

D-Link Corp.

313,000

341,242

Harris Corp.

71,100

2,951,361

NETGEAR, Inc. (a)

86

1,862

QUALCOMM, Inc.

154,300

6,182,801

Tellabs, Inc. (a)

229,546

3,055,257

Zyxel Communications Corp.

244,000

399,401

18,123,880

Computers & Peripherals - 1.1%

Apple Computer, Inc. (a)

132,951

7,594,161

Hypercom Corp. (a)

221,500

2,071,025

Oberthur Card Systems (d)

125,200

940,115

SanDisk Corp. (a)

21

1,071

Seagate Technology

111,400

2,522,096

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Computers & Peripherals - continued

Unisteel Technology Ltd.

347,500

$ 401,759

Xyratex Ltd. (a)

1,800

47,610

13,577,837

Electronic Equipment & Instruments - 3.7%

Agilent Technologies, Inc. (a)

67,600

2,133,456

CDW Corp.

211,120

11,537,708

FLIR Systems, Inc. (a)

51

1,125

Hon Hai Precision Industry Co. Ltd. (Foxconn)

1,163,485

7,186,775

Ibiden Co. Ltd.

22,700

1,091,108

Itron, Inc. (a)

11,700

693,342

KEMET Corp. (a)

338,200

3,118,204

Keyence Corp.

2,200

561,800

Mettler-Toledo International, Inc. (a)

183,900

11,138,823

Molex, Inc.

49,250

1,653,323

National Instruments Corp.

100

2,740

Nidec Corp. sponsored ADR

53,700

968,748

Vishay Intertechnology, Inc. (a)

486,100

7,646,353

47,733,505

Internet Software & Services - 1.1%

Art Technology Group, Inc. (a)

946,338

2,820,087

EDGAR Online, Inc. (a)

13,600

63,920

NHN Corp. (a)

1,366

475,155

RealNetworks, Inc. (a)

251,272

2,688,610

Tencent Holdings Ltd.

315,000

661,130

ValueClick, Inc. (a)

45,821

703,352

VeriSign, Inc. (a)

71,500

1,656,655

WebEx Communications, Inc. (a)

145,828

5,182,727

Yahoo! Japan Corp.

932

493,591

14,745,227

IT Services - 0.3%

Cognizant Technology Solutions Corp. Class A (a)

27,900

1,879,623

Infosys Technologies Ltd.

5,020

336,886

Infosys Technologies Ltd. sponsored ADR

5,200

397,332

Northgate Information Solutions PLC (a)

1,113,700

1,596,379

StarTek, Inc.

4,900

73,255

4,283,475

Semiconductors & Semiconductor Equipment - 2.3%

Advanced Micro Devices, Inc. (a)

54,600

1,333,332

Altera Corp. (a)

100,836

1,769,672

Common Stocks - continued

Shares

Value (Note 1)

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Analog Devices, Inc.

19,500

$ 626,730

ASML Holding NV (NY Shares) (a)

339,300

6,860,646

Cymer, Inc. (a)

7,100

329,866

MEMC Electronic Materials, Inc. (a)

132,600

4,972,500

Saifun Semiconductors Ltd.

700

20,055

Teradyne, Inc. (a)

77,600

1,080,968

Texas Instruments, Inc.

72,800

2,205,112

Veeco Instruments, Inc. (a)

235,854

5,622,759

Zoran Corp. (a)

225,229

5,482,074

30,303,714

Software - 0.8%

Cognos, Inc. (a)

133,500

3,792,631

Informatica Corp. (a)

7,100

93,436

Manhattan Associates, Inc. (a)

58,803

1,193,113

Open Solutions, Inc. (a)

95,271

2,535,161

Plato Learning, Inc. (a)

48,734

303,125

Quality Systems, Inc.

27,828

1,024,627

Temenos Group AG (a)

73,939

680,420

9,622,513

TOTAL INFORMATION TECHNOLOGY

138,390,151

MATERIALS - 13.0%

Chemicals - 2.7%

Airgas, Inc.

332,957

12,402,648

Albemarle Corp.

48,000

2,298,240

Asian Paints India Ltd.

102,341

1,320,641

Ecolab, Inc.

263,100

10,676,598

Kuraray Co. Ltd.

27,500

307,625

Nitto Denko Corp.

10,800

769,238

Praxair, Inc.

40,100

2,165,400

Tokuyama Corp.

336,000

4,991,916

United Phosphorous Ltd.

45

232

Valhi, Inc.

9,550

234,453

35,166,991

Containers & Packaging - 0.2%

Crown Holdings, Inc. (a)

94,140

1,465,760

Essel Propack Ltd.

201,674

281,983

Pactiv Corp. (a)

61,595

1,524,476

3,272,219

Common Stocks - continued

Shares

Value (Note 1)

MATERIALS - continued

Metals & Mining - 9.7%

Agnico-Eagle Mines Ltd.

318,200

$ 10,549,657

AK Steel Holding Corp. (a)

150,766

2,085,094

Amcol International Corp.

14,200

374,170

Barrick Gold Corp.

18,800

555,259

Bema Gold Corp. (a)

31,400

156,677

Boliden AB

274,600

5,056,493

Century Aluminum Co. (a)

211,860

7,561,283

Compania de Minas Buenaventura SA sponsored ADR

49,800

1,358,544

Eldorado Gold Corp. (a)

27,800

134,978

Equinox Minerals Ltd. (a)

863,500

1,005,599

Freeport-McMoRan Copper & Gold, Inc. Class B

249,100

13,802,631

Harmony Gold Mining Co. Ltd. (a)

120,700

1,966,203

High River Gold Mines Ltd. (a)

407,400

839,398

HudBay Minerals, Inc. (a)

187,900

2,390,200

IAMGOLD Corp.

158,800

1,411,176

Kinross Gold Corp. (a)

1,605,100

17,498,940

Newmont Mining Corp.

738,500

39,088,802

Nucor Corp.

28,800

1,562,400

Phelps Dodge Corp.

30,700

2,522,312

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

58,200

3,492,104

United States Steel Corp.

147,900

10,370,748

Zinifex Ltd.

262,900

1,957,649

125,740,317

Paper & Forest Products - 0.4%

Lee & Man Paper Manufacturing Ltd.

1,972,000

2,881,983

Sino-Forest Corp. (a)

398,500

2,052,652

4,934,635

TOTAL MATERIALS

169,114,162

TELECOMMUNICATION SERVICES - 1.5%

Diversified Telecommunication Services - 1.2%

AT&T, Inc.

253,300

7,064,537

Qwest Communications International, Inc. (a)

1,060,500

8,579,445

15,643,982

Wireless Telecommunication Services - 0.3%

America Movil SA de CV Series L sponsored ADR

28,300

941,258

Bharti Airtel Ltd. (a)

116,182

1,001,297

Common Stocks - continued

Shares

Value (Note 1)

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

NII Holdings, Inc. (a)

50

$ 2,819

USA Mobility, Inc.

80,460

1,335,636

3,281,010

TOTAL TELECOMMUNICATION SERVICES

18,924,992

UTILITIES - 1.0%

Gas Utilities - 0.3%

AGL Resources, Inc.

41,900

1,597,228

Xinao Gas Holdings Ltd.

2,352,000

2,241,082

3,838,310

Independent Power Producers & Energy Traders - 0.7%

AES Corp. (a)

467,900

8,632,755

Black Hills Corp.

29,300

1,005,869

Malakoff BHD

91,700

242,071

9,880,695

TOTAL UTILITIES

13,719,005

TOTAL COMMON STOCKS

(Cost $1,031,861,937)

1,151,155,249

Money Market Funds - 11.0%

Fidelity Cash Central Fund, 5.11% (b)

132,856,643

132,856,643

Fidelity Securities Lending Cash Central Fund, 5.14% (b)(c)

10,330,844

10,330,844

TOTAL MONEY MARKET FUNDS

(Cost $143,187,487)

143,187,487

TOTAL INVESTMENT PORTFOLIO - 99.8%

(Cost $1,175,049,424)

1,294,342,736

NET OTHER ASSETS - 0.2%

2,785,264

NET ASSETS - 100%

$ 1,297,128,000

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 the affiliated Central funds is as follows:

Fund

Income earned

Fidelity Cash Central Fund

$ 2,251,748

Fidelity Securities Lending Cash Central Fund

147,080

Total

$ 2,398,828

Other Information

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America

73.6%

Cayman Islands

5.3%

Canada

5.3%

Japan

4.3%

Netherlands

2.5%

France

1.3%

Others (individually less than 1%)

7.7%

100.0%

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

June 30, 2006 (Unaudited)

Assets

Investment in securities, at value (including securities loaned of $9,983,626) - See accompanying schedule:

Unaffiliated issuers (cost $1,031,861,937)

$ 1,151,155,249

Affiliated Central Funds (cost $143,187,487)

143,187,487

Total Investments (cost $1,175,049,424)

$ 1,294,342,736

Cash

2,780,480

Foreign currency held at value (cost $8,030,376)

8,050,826

Receivable for investments sold

8,761,042

Receivable for fund shares sold

4,660,469

Dividends receivable

910,313

Interest receivable

471,888

Prepaid expenses

934

Receivable from investment adviser for expense reductions

367

Other receivables

71,398

Total assets

1,320,050,453

Liabilities

Payable for investments purchased

$ 9,074,181

Payable for fund shares redeemed

2,039,641

Accrued management fee

578,698

Distribution fees payable

457,828

Other affiliated payables

326,922

Other payables and accrued expenses

114,339

Collateral on securities loaned, at value

10,330,844

Total liabilities

22,922,453

Net Assets

$ 1,297,128,000

Net Assets consist of:

Paid in capital

$ 1,157,130,224

Accumulated net investment loss

(506,918)

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

21,163,683

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

119,341,011

Net Assets

$ 1,297,128,000

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

June 30, 2006 (Unaudited)

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share ($334,850,420 ÷ 21,636,483 shares)

$ 15.48

Maximum offering price per share (100/94.25 of $15.48)

$ 16.42

Class T:
Net Asset Value
and redemption price per share ($481,759,483 ÷ 31,209,888 shares)

$ 15.44

Maximum offering price per share (100/96.50 of $15.44)

$ 16.00

Class B:
Net Asset Value
and offering price per share ($78,988,384 ÷ 5,155,665 shares)A

$ 15.32

Class C:
Net Asset Value
and offering price per share ($171,036,126 ÷ 11,156,634 shares)A

$ 15.33

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($230,493,587 ÷ 14,840,043 shares)

$ 15.53

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.

Semiannual Report

Statement of Operations

Six months ended June 30, 2006 (Unaudited)

Investment Income

Dividends

$ 4,670,413

Interest

1,011

Income from affiliated Central Funds

2,398,828

Total income

7,070,252

Expenses

Management fee

$ 3,111,030

Transfer agent fees

1,568,669

Distribution fees

2,505,848

Accounting and security lending fees

191,969

Independent trustees' compensation

1,959

Custodian fees and expenses

110,939

Registration fees

175,588

Audit

39,010

Legal

7,537

Miscellaneous

3,151

Total expenses before reductions

7,715,700

Expense reductions

(139,101)

7,576,599

Net investment income (loss)

(506,347)

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers (net of foreign taxes of $154,061)

24,205,476

Foreign currency transactions

5,809

Total net realized gain (loss)

24,211,285

Change in net unrealized appreciation (depreciation) on:

Investment securities (net of decrease in deferred foreign taxes of $308,354)

22,340,118

Assets and liabilities in foreign currencies

50,948

Total change in net unrealized appreciation (depreciation)

22,391,066

Net gain (loss)

46,602,351

Net increase (decrease) in net assets resulting from operations

$ 46,096,004

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Six months ended June 30, 2006
(Unaudited)

Year ended
December 31, 2005

Increase (Decrease) in Net Assets

Operations

Net investment income (loss)

$ (506,347)

$ (707,079)

Net realized gain (loss)

24,211,285

3,477,904

Change in net unrealized appreciation (depreciation)

22,391,066

84,370,006

Net increase (decrease) in net assets resulting
from operations

46,096,004

87,140,831

Distributions to shareholders from net realized gain

(2,980,256)

(2,541,513)

Share transactions - net increase (decrease)

444,957,345

589,804,166

Total increase (decrease) in net assets

488,073,093

674,403,484

Net Assets

Beginning of period

809,054,907

134,651,423

End of period (including accumulated net investment loss of $506,918 and accumulated net investment loss of $571, respectively)

$ 1,297,128,000

$ 809,054,907

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

Semiannual Report

Financial Highlights - Class A

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.61

$ 12.52

$ 10.00

Income from Investment Operations

Net investment income (loss) E

.01

.01 F

(.02)

Net realized and unrealized gain (loss)

.92

2.14

2.54

Total from investment operations

.93

2.15

2.52

Distributions from net realized gain

(.06)

(.06)

-

Net asset value, end of period

$ 15.48

$ 14.61

$ 12.52

Total Return B, C, D

6.33%

17.21%

25.20%

Ratios to Average Net Assets H

Expenses before reductions

1.23% A

1.32%

1.79% A

Expenses net of fee waivers, if any

1.23% A

1.25%

1.30% A

Expenses net of all reductions

1.21% A

1.18%

1.26% A

Net investment income (loss)

.07% A

.04% F

(.53)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 334,850

$ 189,864

$ 34,438

Portfolio turnover rate

140% A

111%

40% 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 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 (.14)%.

G For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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.

Semiannual Report

Financial Highlights - Class T

Six months ended June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.58

$ 12.51

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.01)

(.02) F

(.03)

Net realized and unrealized gain (loss)

.93

2.13

2.54

Total from investment operations

.92

2.11

2.51

Distributions from net realized gain

(.06)

(.04)

-

Net asset value, end of period

$ 15.44

$ 14.58

$ 12.51

Total Return B, C, D

6.27%

16.87%

25.10%

Ratios to Average Net Assets H

Expenses before reductions

1.38% A

1.46%

1.96% A

Expenses net of fee waivers, if any

1.38% A

1.46%

1.55% A

Expenses net of all reductions

1.36% A

1.39%

1.51% A

Net investment income (loss)

(.08)% A

(.16)% F

(.78)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 481,759

$ 318,826

$ 60,107

Portfolio turnover rate

140% A

111%

40% 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 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 (.35)%.

G For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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.

Semiannual Report

Financial Highlights - Class B

Six months ended June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.49

$ 12.48

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.05)

(.09) F

(.06)

Net realized and unrealized gain (loss)

.91

2.13

2.54

Total from investment operations

.86

2.04

2.48

Distributions from net realized gain

(.03)

(.03)

-

Net asset value, end of period

$ 15.32

$ 14.49

$ 12.48

Total Return B, C, D

5.90%

16.34%

24.80%

Ratios to Average Net Assets H

Expenses before reductions

2.02% A

2.08%

2.61% A

Expenses net of fee waivers, if any

2.00% A

2.00%

2.05% A

Expenses net of all reductions

1.97% A

1.92%

2.01% A

Net investment income (loss)

(.69)% A

(.70)% F

(1.28)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 78,988

$ 56,201

$ 15,527

Portfolio turnover rate

140% A

111%

40% 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 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 (.89)%.

G For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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.

Semiannual Report

Financial Highlights - Class C

Six months ended June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 G

Selected Per-Share Data

Net asset value, beginning of period

$ 14.49

$ 12.49

$ 10.00

Income from Investment Operations

Net investment income (loss) E

(.05)

(.09) F

(.06)

Net realized and unrealized gain (loss)

.92

2.12

2.55

Total from investment operations

.87

2.03

2.49

Distributions from net realized gain

(.03)

(.03)

-

Net asset value, end of period

$ 15.33

$ 14.49

$ 12.49

Total Return B, C, D

5.97%

16.25%

24.90%

Ratios to Average Net Assets H

Expenses before reductions

1.97% A

2.05%

2.53% A

Expenses net of fee waivers, if any

1.97% A

2.00%

2.05% A

Expenses net of all reductions

1.94% A

1.93%

2.01% A

Net investment income (loss)

(.66)% A

(.70)% F

(1.28)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 171,036

$ 107,286

$ 17,822

Portfolio turnover rate

140% A

111%

40% 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 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 (.89)%.

G For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004 F

Selected Per-Share Data

Net asset value, beginning of period

$ 14.64

$ 12.54

$ 10.00

Income from Investment Operations

Net investment income (loss) D

.03

.04 E

(.01)

Net realized and unrealized gain (loss)

.92

2.15

2.55

Total from investment operations

.95

2.19

2.54

Distributions from net realized gain

(.06)

(.09)

-

Net asset value, end of period

$ 15.53

$ 14.64

$ 12.54

Total Return B, C

6.45%

17.43%

25.40%

Ratios to Average Net Assets G

Expenses before reductions

.97% A

1.04%

1.38% A

Expenses net of fee waivers, if any

.97% A

1.00%

1.05% A

Expenses net of all reductions

.95% A

.93%

1.01% A

Net investment income (loss)

.33% A

.29% E

(.28)% A

Supplemental Data

Net assets, end of period (000 omitted)

$ 230,494

$ 136,879

$ 6,757

Portfolio turnover rate

140% A

111%

40% 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 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 .10%.

F For the period August 12, 2004 (commencement of operations) to December 31, 2004.

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

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2006 (Unaudited)

1. Significant Accounting Policies.

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

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

The Fund may invest in affiliated money market central funds (Money Market Central Funds), which are open-end investment companies available to investment companies and other accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Fund:

Security Valuation. Investments are valued and net asset value (NAV) per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange (NYSE), normally 4:00 p.m. Eastern time. 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 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 do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. For example, when developments occur between the close of a market and the close of the NYSE that may materially affect the value of some or all of the securities, or when trading in a security is halted, those securities may be fair valued.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

1. Significant Accounting Policies - continued

Security Valuation - continued

Factors used in the determination of fair value may include monitoring news to identify significant market or security specific events such as changes in the value of U.S. securities markets, reviewing developments in foreign markets and evaluating the performance of ADRs, futures contracts and exchange-traded funds. Because the Fund's utilization of fair value pricing depends on market activity, the frequency with which fair value pricing is used can not be predicted and may be utilized to a significant extent. The value of securities used for NAV calculation under fair value pricing 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. Security transactions are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. Distributions received on securities that represent a return of capital or capital gain are recorded as a reduction of cost of investments and/or as a realized gain. The Fund estimates the components of distributions received that may be considered return of capital distributions or capital gain distributions. Interest income is accrued as earned. Interest income includes coupon interest and amortization of premium and accretion of discount on debt securities. Investment income is recorded net of foreign taxes withheld where recovery of such taxes is uncertain.

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

Semiannual Report

1. Significant Accounting Policies - continued

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

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

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

Book-tax differences are primarily due to short-term capital gains, foreign currency transactions, certain foreign taxes, passive foreign investment companies (PFIC), partnerships, net operating losses and losses deferred due to wash sales.

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

Unrealized appreciation

$ 149,520,704

Unrealized depreciation

(33,572,535)

Net unrealized appreciation (depreciation)

$ 115,948,169

Cost for federal income tax purposes

$ 1,178,394,567

New Accounting Pronouncement. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48) was issued and is effective for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets and results of operations.

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts which are then invested in repurchase agreements. The Fund may also invest directly with institutions in

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

2. Operating Policies - continued

Repurchase Agreements - continued

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.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities, aggregated $1,060,593,700 and $704,521,550, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .30% of the Fund's average net assets and a group fee rate that averaged ..27% 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 .56% 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%

$ 345,143

$ 15,123

Class T

.25%

.25%

1,060,380

83,316

Class B

.75%

.25%

357,398

268,613

Class C

.75%

.25%

742,927

404,604

$ 2,505,848

$ 771,656

Semiannual Report

4. Fees and Other Transactions with Affiliates - continued

Sales Load. FDC receives a front-end sales charge of up to 5.75% for selling Class A shares, and 3.50% for selling Class T shares, some of which is paid to financial intermediaries for selling shares of the Fund. FDC receives the proceeds of contingent deferred sales charges levied on Class A, Class T, Class B, and Class C redemptions. These charges depend on the holding period. The deferred sales charges range from 5% to 1% for Class B, 1% for Class C, 1.00% to .50% for certain purchases of Class A shares (.25% prior to February 24, 2006) 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

$ 469,859

Class T

98,697

Class B *

57,480

Class C *

15,999

$ 642,035

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

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

Amount

% of
Average
Net Assets

Class A

$ 449,968

.32*

Class T

473,126

.22*

Class B

130,675

.36*

Class C

233,116

.31*

Institutional Class

281,784

.31*

$ 1,568,669

* Annualized

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.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

4. Fees and Other Transactions with Affiliates - continued

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

The Money Market Central Funds do not pay a management fee.

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 $21,095 for the period.

5. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounts to $1,218 and is reflected in Miscellaneous Expense on the Statement of Operations. During the period, there were no borrowings on this line of credit.

6. Security Lending.

The Fund lends portfolio securities from time to time in order to earn additional income. 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 affiliated central funds. Net income from lending portfolio securities during the period amounted to $147,080.

Semiannual Report

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 B

2.00%

$ 8,563

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 $129,438 for the period. In addition, through arrangements with the Fund's custodian, credits realized as a result of uninvested cash balances were used to reduce the Fund's expenses. During the period, these credits reduced the Fund's custody expenses by $1,100.

8. Other.

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

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
June 30,
2006

Year ended
December 31,
2005

From net realized gain

Class A

$ 813,191

$ 722,938

Class T

1,326,857

785,508

Class B

104,080

115,130

Class C

207,361

216,578

Institutional Class

528,767

701,359

Total

$ 2,980,256

$ 2,541,513

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
June 30,
2006

Year ended
December 31,
2005

Six months ended
June 30,
2006

Year ended
December 31,
2005

Class A

Shares sold

10,152,675

11,209,186

$ 158,261,242

$ 148,925,410

Reinvestment of distributions

48,847

46,121

760,551

673,648

Shares redeemed

(1,564,316)

(1,006,186)

(24,122,349)

(13,491,876)

Net increase (decrease)

8,637,206

10,249,121

$ 134,899,444

$ 136,107,182

Class T

Shares sold

12,218,751

19,298,393

$ 189,920,927

$ 254,508,130

Reinvestment of distributions

82,906

52,186

1,288,360

761,896

Shares redeemed

(2,960,418)

(2,287,715)

(45,857,485)

(30,643,453)

Net increase (decrease)

9,341,239

17,062,864

$ 145,351,802

$ 224,626,573

Class B

Shares sold

1,785,596

3,212,130

$ 27,643,260

$ 41,956,200

Reinvestment of distributions

6,259

7,317

96,770

106,897

Shares redeemed

(515,768)

(583,722)

(7,890,973)

(7,653,056)

Net increase (decrease)

1,276,087

2,635,725

$ 19,849,057

$ 34,410,041

Class C

Shares sold

4,642,876

6,491,544

$ 71,964,409

$ 85,275,825

Reinvestment of distributions

11,690

12,876

180,845

188,163

Shares redeemed

(899,806)

(529,610)

(13,512,813)

(7,087,172)

Net increase (decrease)

3,754,760

5,974,810

$ 58,632,441

$ 78,376,816

Institutional Class

Shares sold

6,857,447

9,859,285

$ 107,692,560

$ 130,431,806

Reinvestment of distributions

31,432

44,117

490,661

650,145

Shares redeemed

(1,399,099)

(1,092,116)

(21,958,620)

(14,798,397)

Net increase (decrease)

5,489,780

8,811,286

$ 86,224,601

$ 116,283,554

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Advisor Mid Cap II Fund

On January 19, 2006, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve a general research services agreement (the Agreement) between FMR, FMR Co., Inc. (FMRC), Fidelity Investments Money Management, Inc. (FIMM), and Fidelity Research & Analysis Company (FRAC) (together, the Investment Advisers) for the fund, effective January 20, 2006, pursuant to which FRAC may provide general research and investment advisory support services to FMRC and FIMM. The Board considered that it has approved previously various sub-advisory agreements for the fund with affiliates of FMR that allow FMR to obtain research, non-discretionary advice, or discretionary portfolio management at no additional expense to the fund. The Board, assisted by the advice of fund counsel and independent Trustees' counsel, considered a broad range of information and determined that it would be beneficial for the fund to access the research and investment advisory support services supplied by FRAC at no additional expense to the fund.

The Board reached this determination in part because the new arrangement will involve no changes in (i) the contractual terms of and fees payable under the fund's management contract or sub-advisory agreements; (ii) the investment process or strategies employed in the management of the fund's assets; (iii) the nature or level of services provided under the fund's management contract or sub-advisory agreements; (iv) the day-to-day management of the fund or the persons primarily responsible for such management; or (v) the ultimate control or beneficial ownership of FMR, FMRC, or FIMM. The Board also considered that the establishment of the Agreement would not necessitate prior shareholder approval of the Agreement or result in an assignment and termination of the fund's management contract or sub-advisory agreements under the Investment Company Act of 1940.

Because the Board was approving an arrangement with FRAC under which the fund will not bear any additional management fees or expenses and under which the fund's portfolio manager would not change, it did not consider the fund's investment performance, competitiveness of management fee and total expenses, costs of services and profitability, or economies of scale to be significant factors in its decision.

In connection with its future renewal of the fund's management contract and sub-advisory agreements, the Board will consider: (i) the nature, extent, and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the fund's management fee and total expenses; (iii) the costs of the services and profitability, including 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; and (iv) 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.

Semiannual 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 fund's Agreement is fair and reasonable, and that the fund's Agreement should be approved.

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Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

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

Fidelity Research & Analysis Company
(formerly Fidelity Management &
Research (Far East) Inc.)

Fidelity International Investment Advisors

Fidelity Investments Japan Limited

Fidelity International Investment Advisors (U.K.) Limited

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional
Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

Citibank, N.A.

New York, NY

AMPI-USAN-0806
1.801447.101

(Fidelity Investment logo)(registered trademark)

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

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

Semiannual Report

June 30, 2006

(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 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.

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 www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Although many securities markets made gains in early 2006, inflation concerns led to mixed results through the year's mid-point. Financial markets are always unpredictable. There are, however, 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

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2006 to June 30, 2006).

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. In addition, the fund, as a shareholder in the underlying affiliated central fund, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying affiliated central fund. 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. In addition, the fund, as a shareholder in the underlying affiliated central fund, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying affiliated central fund. These fees and expenses are not included in the fund's annualized expense ratio used to calculate the expense estimate in the table below.

Semiannual Report

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

Beginning
Account Value
January 1, 2006

Ending
Account Value
June 30, 2006

Expenses Paid
During Period
*
January 1, 2006
to June 30, 2006

Class A

Actual

$ 1,000.00

$ 1,013.40

$ 4.89

HypotheticalA

$ 1,000.00

$ 1,019.93

$ 4.91

Class T

Actual

$ 1,000.00

$ 1,013.20

$ 5.14

HypotheticalA

$ 1,000.00

$ 1,019.69

$ 5.16

Class B

Actual

$ 1,000.00

$ 1,008.70

$ 8.72

HypotheticalA

$ 1,000.00

$ 1,016.12

$ 8.75

Class C

Actual

$ 1,000.00

$ 1,008.30

$ 9.06

HypotheticalA

$ 1,000.00

$ 1,015.77

$ 9.10

Institutional Class

Actual

$ 1,000.00

$ 1,014.20

$ 4.00

HypotheticalA

$ 1,000.00

$ 1,020.83

$ 4.01

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The fees and expenses of the underlying affiliated central fund in which the fund invests are not included in the fund's annualized expense ratio.

Annualized
Expense Ratio

Class A

.98%

Class T

1.03%

Class B

1.75%

Class C

1.82%

Institutional Class

.80%

Semiannual Report

Investment Changes

Top Five Holdings as of June 30, 2006

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

U.S. Treasury Obligations

14.6

16.3

Fannie Mae

8.2

6.6

Freddie Mac

3.7

3.5

French Government

2.7

0.2

Japan Government

2.1

1.7

31.3

Top Five Market Sectors as of June 30, 2006

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

10.2

10.9

Telecommunication Services

6.8

7.2

Financials

5.1

5.2

Energy

5.1

4.7

Information Technology

4.4

3.7

Quality Diversification (% of fund's net assets)

As of June 30, 2006

As of December 31, 2005

U.S.Government and U.S.Government
Agency
Obligations 27.0%

U.S.Government and U.S.Government
Agency
Obligations 27.1%

AAA, AA, A 12.5%

AAA, AA, A 11.9%

BBB 4.5%

BBB 5.5%

BB 17.5%

BB 14.6%

B 19.9%

B 21.5%

CCC, CC, C 5.9%

CCC, CC, C 5.9%

Not Rated 2.3%

Not Rated 3.2%

Equities 0.8%

Equities 1.1%

Short-Term
Investments and
Net Other Assets 9.6%

Short-Term
Investments and
Net Other Assets 9.2%



We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings.

The information in the above tables is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central funds.

Asset Allocation (% of fund's net assets)

As of June 30, 2006 *

As of December 31, 2005 **

Corporate Bonds 35.3%

Corporate Bonds 36.6%

U.S. Government and U.S. Government
Agency
Obligations 26.9%

U.S. Government and
U.S. Government
Agency
Obligations 27.1%

Foreign Government
& Government
Agency
Obligations 21.6%

Foreign Government
& Government
Agency
Obligations 20.8%

Floating Rate Loans 5.1%

Floating Rate Loans 4.5%

Stocks 0.8%

Stocks 1.1%

Other Investments 0.7%

Other Investments 0.7%

Short-Term
Investments and
Net Other
Assets *** 9.6%

Short-Term
Investments and
Net Other
Assets **** 9.2%

* Foreign investments

31.4%

** Foreign investments

32.0%

*** Includes short-term
foreign government
obligations of .2%

**** Includes short-term
foreign government
obligations of .3%



The information in the above tables is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central funds.

For an unaudited list of holdings for each fixed-income central fund, visit advisor.fidelity.com.

Semiannual Report

Investments June 30, 2006 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 35.0%

Principal Amount (000s) (l)

Value (Note 1) (000s)

Convertible Bonds - 0.1%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

Liberty Media Corp. (Sprint Corp. PCS Series 1) 3.75% 2/15/30

$ 6,685

$ 3,780

INFORMATION TECHNOLOGY - 0.0%

Semiconductors & Semiconductor Equipment - 0.0%

ON Semiconductor Corp. 0% 4/15/24

450

381

TOTAL CONVERTIBLE BONDS

4,161

Nonconvertible Bonds - 34.9%

CONSUMER DISCRETIONARY - 7.8%

Auto Components - 0.5%

Affinia Group, Inc. 9% 11/30/14

3,475

3,162

Delco Remy International, Inc.:

9.375% 4/15/12

590

327

11% 5/1/09

695

407

Stoneridge, Inc. 11.5% 5/1/12

35

33

Tenneco, Inc. 8.625% 11/15/14

5,980

5,965

TRW Automotive Acquisition Corp.:

9.375% 2/15/13

3,753

4,025

11% 2/15/13

2,988

3,272

United Components, Inc. 9.375% 6/15/13

360

356

Visteon Corp. 7% 3/10/14

2,390

1,960

19,507

Automobiles - 0.0%

Fiat Finance & Trade Ltd. 5.625% 11/15/11

EUR

1,300

1,605

Diversified Consumer Services - 0.1%

Affinion Group, Inc. 11.5% 10/15/15 (f)

840

838

Service Corp. International (SCI):

6.75% 4/1/16

2,800

2,590

8% 6/15/17 (f)(h)

2,420

2,275

5,703

Hotels, Restaurants & Leisure - 2.2%

Carrols Corp. 9% 1/15/13

4,095

4,075

Festival Fun Parks LLC 10.875% 4/15/14 (f)

2,725

2,698

Galaxy Entertainment Finance Co. Ltd.:

9.875% 12/15/12 (f)

1,110

1,157

10.42% 12/15/10 (f)(h)

1,470

1,538

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Hotels, Restaurants & Leisure - continued

Gaylord Entertainment Co.:

6.75% 11/15/14

$ 9,210

$ 8,588

8% 11/15/13

920

929

Herbst Gaming, Inc.:

7% 11/15/14

2,500

2,400

8.125% 6/1/12

835

843

ITT Corp. 7.375% 11/15/15

2,560

2,598

Kerzner International Ltd. 6.75% 10/1/15

7,250

7,567

Landry's Seafood Restaurants, Inc. 7.5% 12/15/14

2,935

2,730

Mandalay Resort Group:

6.375% 12/15/11

4,220

4,035

6.5% 7/31/09

1,995

1,968

MGM MIRAGE:

6% 10/1/09

1,050

1,021

6.625% 7/15/15

3,140

2,936

6.75% 9/1/12

1,310

1,267

6.75% 4/1/13 (f)

2,230

2,144

6.875% 4/1/16 (f)

8,230

7,746

8.5% 9/15/10

435

453

Mohegan Tribal Gaming Authority 6.875% 2/15/15

2,140

2,017

MTR Gaming Group, Inc. 9% 6/1/12 (f)

980

1,000

Penn National Gaming, Inc. 6.75% 3/1/15

1,375

1,286

Scientific Games Corp. 6.25% 12/15/12

660

617

Speedway Motorsports, Inc. 6.75% 6/1/13

3,495

3,408

Starwood Hotels & Resorts Worldwide, Inc.:

7.375% 5/1/07

1,480

1,487

7.875% 5/1/12

985

1,018

Station Casinos, Inc.:

6% 4/1/12

1,790

1,669

6.5% 2/1/14

5,000

4,669

Town Sports International Holdings, Inc. 0% 2/1/14 (d)

5,035

3,990

Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10

2,555

2,782

Vail Resorts, Inc. 6.75% 2/15/14

5,060

4,858

Virgin River Casino Corp./RBG LLC/B&BB, Inc.:

0% 1/15/13 (d)

1,070

728

9% 1/15/12

575

587

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Hotels, Restaurants & Leisure - continued

Waterford Gaming LLC/Waterford Gaming Finance Corp. 8.625% 9/15/12 (f)

$ 472

$ 500

Wheeling Island Gaming, Inc. 10.125% 12/15/09

735

760

88,069

Household Durables - 0.5%

D.R. Horton, Inc. 7.875% 8/15/11

170

178

Fortune Brands, Inc. 4% 1/30/13

EUR

1,100

1,330

Goodman Global Holdings, Inc. 8.3294% 6/15/12 (h)

3,082

3,101

K. Hovnanian Enterprises, Inc.:

6% 1/15/10

730

683

6.25% 1/15/15

1,120

983

7.75% 5/15/13

5,070

4,639

Kimball Hill, Inc. 10.5% 12/15/12

2,210

2,055

Meritage Homes Corp. 6.25% 3/15/15

1,790

1,504

Technical Olympic USA, Inc.:

7.5% 1/15/15

2,535

2,117

10.375% 7/1/12

760

730

Urbi, Desarrollos Urbanos, SA de CV 8.5% 4/19/16 (f)

4,285

4,306

21,626

Leisure Equipment & Products - 0.0%

Riddell Bell Holdings, Inc. 8.375% 10/1/12

720

706

Media - 3.6%

AMC Entertainment, Inc. 11% 2/1/16

2,610

2,812

CanWest Media, Inc. 8% 9/15/12

860

866

CCH I Holdings LLC/CCH I Capital Corp. 11.75% 5/15/14

830

527

CCH I LLC/CCH I Capital Corp. 11% 10/1/15

8,148

6,967

Charter Communications Holding II LLC/Charter Communications Holdings II Capital Corp.:

10.25% 9/15/10

6,750

6,558

CSC Holdings, Inc.:

7.25% 4/15/12 (f)(h)

7,060

6,831

7.625% 4/1/11

2,580

2,574

7.625% 7/15/18

22,500

22,275

7.875% 2/15/18

15,015

15,015

EchoStar DBS Corp.:

6.375% 10/1/11

3,705

3,543

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Media - continued

EchoStar DBS Corp.: - continued

6.625% 10/1/14

$ 9,095

$ 8,527

Globo Comunicacoes e Participacoes SA:

(Reg. S) 7.375% 10/20/11 (e)

8,630

8,619

7.375% 10/20/11 (e)(f)

68

67

Haights Cross Communications, Inc. 12.5% 8/15/11 (d)

1,550

837

Houghton Mifflin Co.:

0% 10/15/13 (d)

5,985

4,938

8.25% 2/1/11

1,905

1,917

9.875% 2/1/13

6,890

7,097

iesy Repository GmbH 10.375% 2/15/15 (f)

2,970

2,822

Liberty Media Corp.:

5.7% 5/15/13

8,315

7,556

8.5% 7/15/29

5,320

5,174

Livent, Inc. yankee 9.375% 10/15/04 (c)

300

9

PanAmSat Corp.:

6.375% 1/15/08

490

486

9% 8/15/14

2,860

2,917

9% 6/15/16 (f)(g)

2,240

2,262

Rainbow National LLC & RNS Co. Corp.:

8.75% 9/1/12 (f)

3,280

3,428

10.375% 9/1/14 (f)

11,090

12,227

Sun Media Corp. Canada 7.625% 2/15/13

635

648

Vertis, Inc.:

10.875% 6/15/09

3,775

3,709

13.5% 12/7/09 (f)

500

415

Videotron Ltee 6.875% 1/15/14

550

523

142,146

Multiline Retail - 0.3%

Marks & Spencer Group PLC 5.125% 11/7/06

EUR

2,000

2,574

Neiman Marcus Group, Inc.:

9% 10/15/15 (f)

4,940

5,144

10.375% 10/15/15 (f)

2,015

2,126

9,844

Specialty Retail - 0.3%

AutoNation, Inc.:

7% 4/15/14 (f)

4,715

4,597

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

AutoNation, Inc.: - continued

7.0447% 4/15/13 (f)(h)

$ 1,000

$ 998

Burlington Coat Factory Warehouse Corp. 11.125% 4/15/14 (f)

4,430

4,297

9,892

Textiles, Apparel & Luxury Goods - 0.3%

AAC Group Holding Corp. 0% 10/1/12 (d)

3,925

3,062

Levi Strauss & Co.:

8.875% 4/1/16 (f)

4,460

4,237

9.75% 1/15/15

3,880

3,899

11,198

TOTAL CONSUMER DISCRETIONARY

310,296

CONSUMER STAPLES - 0.5%

Food & Staples Retailing - 0.2%

Rite Aid Corp.:

6.875% 8/15/13

300

259

6.875% 12/15/28 (f)

2,090

1,536

7.7% 2/15/27

6,510

5,403

7,198

Food Products - 0.3%

Dean Foods Co.:

6.625% 5/15/09

90

90

6.9% 10/15/17

979

918

Hines Nurseries, Inc. 10.25% 10/1/11

370

352

Michael Foods, Inc. 8% 11/15/13

420

413

National Beef Packing Co. LLC/National Beef Finance Corp. 10.5% 8/1/11

900

909

NPI Merger Corp.:

9.23% 10/15/13 (f)(h)

710

723

10.75% 4/15/14 (f)

820

844

Philipp Brothers Chemicals, Inc. 9.875% 6/1/08

1,909

1,909

Reddy Ice Holdings, Inc. 0% 11/1/12 (d)

3,250

2,633

Swift & Co.:

10.125% 10/1/09

915

929

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER STAPLES - continued

Food Products - continued

Swift & Co.: - continued

12.5% 1/1/10

$ 1,400

$ 1,414

Tate & Lyle International Finance PLC 5.75% 10/6/06

EUR

800

1,030

12,164

Household Products - 0.0%

Central Garden & Pet Co. 9.125% 2/1/13

260

265

Personal Products - 0.0%

Elizabeth Arden, Inc. 7.75% 1/15/14

470

461

Tobacco - 0.0%

BAT Holdings BV 4.375% 9/15/14

EUR

1,500

1,837

TOTAL CONSUMER STAPLES

21,925

ENERGY - 4.7%

Energy Equipment & Services - 0.7%

CHC Helicopter Corp. 7.375% 5/1/14

6,185

5,845

Hanover Compressor Co.:

7.5% 4/15/13

530

513

8.625% 12/15/10

490

502

9% 6/1/14

4,260

4,398

Ocean Rig Norway AS 8.375% 7/1/13 (f)

1,020

1,046

Petroliam Nasional BHD (Petronas) 7.625% 10/15/26 (Reg. S)

10,005

11,327

Seabulk International, Inc. 9.5% 8/15/13

3,290

3,635

27,266

Oil, Gas & Consumable Fuels - 4.0%

ANR Pipeline, Inc.:

7.375% 2/15/24

2,165

2,062

8.875% 3/15/10

2,520

2,621

Atlas Pipeline Partners LP/Atlas Pipeline Partners Finance Corp. 8.125% 12/15/15 (f)

4,710

4,710

Chaparral Energy, Inc. 8.5% 12/1/15 (f)

2,530

2,524

Chesapeake Energy Corp.:

6.5% 8/15/17

8,855

8,124

6.875% 11/15/20

4,255

3,936

7% 8/15/14

865

841

7.5% 6/15/14

850

848

7.625% 7/15/13

4,500

4,517

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Colorado Interstate Gas Co. 6.8% 11/15/15

$ 5,320

$ 5,140

El Paso Production Holding Co. 7.75% 6/1/13

4,000

4,040

Encore Acquisition Co. 6.25% 4/15/14

1,500

1,386

Energy Partners Ltd. 8.75% 8/1/10

3,530

3,451

EXCO Resources, Inc. 7.25% 1/15/11

570

537

Forest Oil Corp. 8% 12/15/11

480

491

Gaz Capital SA Luxembourg 7.8% 9/27/10

EUR

1,400

1,965

Grupo TMM SA de CV 10.5% 8/1/07 (f)

1,617

1,625

Harvest Operations Corp. 7.875% 10/15/11

1,170

1,112

Houston Exploration Co. 7% 6/15/13

410

402

InterNorth, Inc. 9.625% 3/15/06 (c)

935

318

Massey Energy Co. 6.875% 12/15/13

2,350

2,186

MOL Hungarian Oil & Gas 3.875% 10/5/15

EUR

700

775

Northwest Pipeline Corp.:

6.625% 12/1/07

285

285

8.125% 3/1/10

400

420

Pan American Energy LLC 7.125% 10/27/09 (f)

2,475

2,438

Pemex Project Funding Master Trust:

5.5% 2/24/25 (f)

EUR

750

875

7.75% 9/28/49

14,614

14,304

8.625% 2/1/22

5,490

6,176

Petrobras Energia SA 9.375% 10/30/13

2,495

2,607

Petrohawk Energy Corp. 9.125% 7/15/13 (f)(g)

6,000

5,970

Petrozuata Finance, Inc.:

7.63% 4/1/09 (f)

3,732

3,704

8.22% 4/1/17 (f)

4,515

4,289

Plains Exploration & Production Co. 8.75% 7/1/12

1,610

1,674

Pogo Producing Co.:

6.875% 10/1/17

4,290

3,947

7.875% 5/1/13 (f)

2,605

2,612

Range Resources Corp. 7.375% 7/15/13

2,190

2,157

Ship Finance International Ltd. 8.5% 12/15/13

7,015

6,734

Southern Star Central Corp. 6.75% 3/1/16 (f)

1,560

1,486

Targa Resources, Inc./Targa Resources Finance Corp. 8.5% 11/1/13 (f)

1,220

1,177

Teekay Shipping Corp. 8.875% 7/15/11

3,330

3,480

Tennessee Gas Pipeline Co.:

7% 10/15/28

550

508

7.5% 4/1/17

7,600

7,676

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Tennessee Gas Pipeline Co.: - continued

7.625% 4/1/37

$ 1,035

$ 996

8.375% 6/15/32

1,155

1,224

Transcontinental Gas Pipe Line Corp.:

7% 8/15/11

330

336

8.875% 7/15/12

1,455

1,608

Venoco, Inc. 8.75% 12/15/11

1,470

1,419

Vintage Petroleum, Inc. 8.25% 5/1/12

1,000

1,058

Williams Co., Inc. Credit Linked Certificate Trust III 6.75% 4/15/09 (f)

1,820

1,804

Williams Companies, Inc.:

6.375% 10/1/10 (f)

7,650

7,440

7.625% 7/15/19

7,152

7,250

7.75% 6/15/31

230

227

7.875% 9/1/21

1,880

1,908

8.75% 3/15/32

1,245

1,355

YPF SA:

10% 11/2/28

4,210

4,805

yankee 9.125% 2/24/09

2,755

2,851

160,411

TOTAL ENERGY

187,677

FINANCIALS - 4.4%

Capital Markets - 0.2%

Bank of Scotland International Australia Ltd. 4.4614% 9/7/06 (h)

CAD

1,500

1,344

E*TRADE Financial Corp. 7.375% 9/15/13

4,570

4,547

Mizuho Capital Investment Europe 1 Ltd. 5.02% (h)

EUR

800

1,004

6,895

Commercial Banks - 1.1%

Australia & New Zealand Banking Group Ltd. 4.6186% 12/29/06 (h)

CAD

1,500

1,344

Banco Nacional de Desenvolvimento Economico e Social 5.727% 6/16/08 (h)

2,915

2,864

Bank of Tokyo-Mitsubishi Ltd. 3.5% 12/16/15 (h)

EUR

1,150

1,419

BIE Bank & Trust Ltd. 16.8% 3/13/07

BRL

5,690

2,644

Commonwealth Bank of Australia 4.4229% 11/28/06 (h)

CAD

1,750

1,568

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

FINANCIALS - continued

Commercial Banks - continued

Dresdner Bank AG 10.375% 8/17/09 (f)

$ 6,340

$ 6,760

European Investment Bank 4% 10/15/37

EUR

2,600

3,050

Kazkommerts International BV 5.125% 3/23/11

EUR

1,750

2,166

Korea Development Bank (Reg.) 0.87% 6/28/10

JPY

600,000

5,065

Kyivstar GSM 7.75% 4/27/12 (Issued by Dresdner Bank AG for Kyivstar GSM) (f)

3,585

3,477

Rabobank Nederland 4.3286% 2/23/07 (h)

CAD

250

224

Shinsei Bank Ltd. 3.75% 2/23/16 (h)

EUR

1,250

1,537

Standard Chartered Bank PLC 3.625% 2/3/17 (e)

EUR

385

471

Sumitomo Mitsui Banking Corp. (Reg. S) 4.375% 10/15/49 (h)

EUR

2,000

2,406

UBS Luxembourg SA 8% 2/11/10

3,200

3,188

Vimpel Communications 10% 6/16/09 (Issued by UBS Luxembourg SA for Vimpel Communications)

6,185

6,525

44,708

Consumer Finance - 1.3%

Ford Credit Europe PLC 4.061% 9/30/09 (h)

EUR

1,500

1,741

Ford Motor Credit Co. 6.625% 6/16/08

7,650

7,281

General Motors Acceptance Corp.:

6% 10/16/06

EUR

2,000

2,558

6.75% 12/1/14

9,520

8,758

6.875% 9/15/11

5,190

4,943

6.875% 8/28/12

6,460

6,086

8% 11/1/31

19,175

18,264

49,631

Diversified Financial Services - 0.6%

Canada Housing Trust No. 1 4.65% 9/15/09

CAD

16,600

14,904

CCO Holdings LLC/CCO Holdings Capital Corp. 8.75% 11/15/13

955

925

Citigroup, Inc. 4.25% 2/25/30 (h)

EUR

1,500

1,715

Global Cash Access LLC/Global Cash Access Finance Corp. 8.75% 3/15/12

2,056

2,167

MUFG Capital Finance 2 Ltd. 4.85% (h)

EUR

1,300

1,580

MUFG Capital Finance 3 Ltd. 2.68% (h)

JPY

150,000

1,269

Red Arrow International Leasing 8.375% 6/30/12

RUB

33,077

1,254

23,814

Insurance - 0.2%

Amlin PLC 6.5% 12/19/26 (h)

GBP

1,000

1,768

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

FINANCIALS - continued

Insurance - continued

Brit Insurance Holdings PLC 6.625% 12/9/30 (h)

GBP

500

$ 885

Eureko BV 5.125% (h)

EUR

1,500

1,891

Fukoku Mutual Life Insurance Co. 4.5% 9/28/25 (h)

EUR

1,200

1,432

Wuerttembergische Lebens AG 5.375% 6/1/26 (h)

EUR

800

986

6,962

Real Estate Investment Trusts - 0.4%

BF Saul REIT 7.5% 3/1/14

$ 3,400

3,451

Rouse Co. LP/TRC, Inc. 6.75% 5/1/13 (f)

6,640

6,492

Senior Housing Properties Trust:

7.875% 4/15/15

2,641

2,681

8.625% 1/15/12

4,370

4,632

17,256

Real Estate Management & Development - 0.2%

American Real Estate Partners/American Real Estate Finance Corp.:

7.125% 2/15/13

3,630

3,489

8.125% 6/1/12

4,955

4,992

8,481

Thrifts & Mortgage Finance - 0.4%

Residential Capital Corp.:

6.375% 6/30/10

6,985

6,890

6.875% 6/30/15

3,885

3,881

6.8983% 4/17/09 (f)(h)

6,640

6,615

17,386

TOTAL FINANCIALS

175,133

HEALTH CARE - 0.9%

Health Care Providers & Services - 0.6%

AmeriPath, Inc. 10.5% 4/1/13

2,805

2,938

CRC Health Group, Inc. 10.75% 2/1/16 (f)

1,880

1,913

Fresenius Medical Care Capital Trust IV 7.875% 6/15/11

1,000

1,010

HCA, Inc.:

5.75% 3/15/14

745

665

6.75% 7/15/13

5,015

4,795

LifeCare Holdings, Inc. 9.25% 8/15/13

2,215

1,551

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

HEALTH CARE - continued

Health Care Providers & Services - continued

Psychiatric Solutions, Inc. 10.625% 6/15/13

$ 197

$ 218

Rural/Metro Corp. 9.875% 3/15/15

1,355

1,396

Skilled Healthcare Group, Inc. 11% 1/15/14 (f)

5,480

5,809

Team Finance LLC/Health Finance Corp. 11.25% 12/1/13

3,040

3,101

U.S. Oncology, Inc. 9% 8/15/12

1,300

1,349

24,745

Life Sciences Tools & Services - 0.1%

Bio-Rad Laboratories, Inc. 7.5% 8/15/13

1,770

1,788

Polypore, Inc. 8.75% 5/15/12

1,675

1,587

3,375

Pharmaceuticals - 0.2%

Elan Finance PLC/Elan Finance Corp. 7.75% 11/15/11

1,585

1,518

Leiner Health Products, Inc. 11% 6/1/12

1,885

1,781

VWR International, Inc.:

6.875% 4/15/12

115

109

8% 4/15/14

3,647

3,556

6,964

TOTAL HEALTH CARE

35,084

INDUSTRIALS - 2.2%

Aerospace & Defense - 0.1%

Hexcel Corp. 6.75% 2/1/15

2,350

2,280

Orbimage Holdings, Inc. 14.2% 7/1/12 (f)(h)

1,720

1,862

4,142

Airlines - 0.4%

Continental Airlines, Inc. pass thru trust certificates:

6.748% 9/15/18

88

83

6.9% 7/2/18

661

625

8.312% 10/2/12

470

454

8.388% 5/1/22

784

760

9.798% 4/1/21

2,765

2,882

Delta Air Lines, Inc.:

7.9% 12/15/09 (c)

12,630

3,648

8.3% 12/15/29 (c)

1,900

551

10% 8/15/08 (c)

750

203

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

INDUSTRIALS - continued

Airlines - continued

Delta Air Lines, Inc. pass thru trust certificates 7.57% 11/18/10

$ 1,280

$ 1,285

Northwest Airlines Corp. 10% 2/1/09 (c)

1,465

703

Northwest Airlines, Inc.:

7.875% 3/15/08 (c)

1,065

535

8.875% 6/1/06 (c)

1,355

650

10.5% 4/1/09 (c)

173

69

Northwest Airlines, Inc. pass thru trust certificates:

7.248% 7/2/14

487

149

7.95% 9/1/16

23

23

8.07% 1/2/15

1,320

1,281

NWA Trust 10.23% 6/21/14

239

229

14,130

Building Products - 0.0%

ACIH, Inc. 0% 12/15/12 (d)(f)

300

238

NTK Holdings, Inc. 0% 3/1/14 (d)

410

296

534

Commercial Services & Supplies - 0.3%

ALH Finance LLC/ALH Finance Corp. 8.5% 1/15/13

160

154

Allied Security Escrow Corp. 11.375% 7/15/11

2,255

2,190

Allied Waste North America, Inc.:

6.5% 11/15/10

830

799

7.125% 5/15/16 (f)

3,240

3,062

Browning-Ferris Industries, Inc.:

7.4% 9/15/35

1,640

1,443

9.25% 5/1/21

680

694

FTI Consulting, Inc. 7.625% 6/15/13

720

727

Mac-Gray Corp. 7.625% 8/15/15

680

683

R.H. Donnelley Finance Corp. I 10.875% 12/15/12 (f)

550

603

Williams Scotsman, Inc. 8.5% 10/1/15

2,850

2,814

13,169

Construction & Engineering - 0.0%

Blount, Inc. 8.875% 8/1/12

1,250

1,256

Electrical Equipment - 0.2%

General Cable Corp. 9.5% 11/15/10

3,055

3,192

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

INDUSTRIALS - continued

Electrical Equipment - continued

Polypore, Inc. 0% 10/1/12 (d)

$ 5,840

$ 3,884

Sensus Metering Systems, Inc. 8.625% 12/15/13

900

878

7,954

Machinery - 0.1%

Chart Industries, Inc. 9.125% 10/15/15 (f)

1,160

1,189

Cummins, Inc. 7.125% 3/1/28

2,250

2,133

Invensys PLC 9.875% 3/15/11 (f)

295

320

3,642

Marine - 0.3%

American Commercial Lines LLC/ACL Finance Corp. 9.5% 2/15/15

539

590

H-Lines Finance Holding Corp. 0% 4/1/13 (d)

1,424

1,225

OMI Corp. 7.625% 12/1/13

6,125

6,110

Ultrapetrol Bahamas Ltd. 9% 11/24/14

1,795

1,616

9,541

Road & Rail - 0.5%

Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:

7.576% 5/15/14 (f)(h)

510

511

7.625% 5/15/14 (f)

1,340

1,307

7.75% 5/15/16 (f)

1,280

1,245

Hertz Corp. 8.875% 1/1/14 (f)

3,820

3,916

Kansas City Southern Railway Co.:

7.5% 6/15/09

3,165

3,181

9.5% 10/1/08

1,350

1,411

TFM SA de CV:

9.375% 5/1/12

6,450

6,837

yankee 10.25% 6/15/07

865

891

19,299

Trading Companies & Distributors - 0.3%

Ahern Rentals, Inc. 9.25% 8/15/13

550

556

Ashtead Holdings PLC 8.625% 8/1/15 (f)

1,190

1,211

Neff Rent LLC/Neff Finance Corp. 11.25% 6/15/12 (f)

9,840

10,578

12,345

TOTAL INDUSTRIALS

86,012

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

INFORMATION TECHNOLOGY - 3.8%

Communications Equipment - 0.9%

Hughes Network Systems LLC / HNS Finance Corp. 9.5% 4/15/14 (f)

$ 6,290

$ 6,227

L-3 Communications Corp. 6.375% 10/15/15

3,840

3,667

Lucent Technologies, Inc.:

6.45% 3/15/29

12,535

10,592

6.5% 1/15/28

3,740

3,160

Nortel Networks Corp.:

9.7581% 7/15/11 (f)(h)

3,760

3,826

10.125% 7/15/13 (f)

3,730

3,795

10.75% 7/15/16 (f)

3,760

3,863

35,130

Electronic Equipment & Instruments - 0.3%

Altra Industrial Motion, Inc. 9% 12/1/11

970

970

Celestica, Inc. 7.875% 7/1/11

12,340

12,001

12,971

IT Services - 0.8%

Iron Mountain, Inc.:

6.625% 1/1/16

10,955

9,777

7.75% 1/15/15

4,830

4,637

8.25% 7/1/11

535

532

8.625% 4/1/13

2,900

2,915

SunGard Data Systems, Inc.:

9.125% 8/15/13 (f)

5,280

5,498

9.4306% 8/15/13 (f)(h)

2,830

2,972

10.25% 8/15/15 (f)

6,955

7,233

33,564

Office Electronics - 0.9%

Xerox Capital Trust I 8% 2/1/27

4,585

4,631

Xerox Corp.:

6.4% 3/15/16

8,000

7,560

6.875% 8/15/11

3,240

3,208

7.125% 6/15/10

3,720

3,753

7.2% 4/1/16

3,345

3,320

7.625% 6/15/13

12,425

12,518

34,990

Semiconductors & Semiconductor Equipment - 0.8%

Amkor Technology, Inc. 9.25% 6/1/16

2,955

2,792

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Avago Technologies Finance Ltd.:

10.7306% 6/1/13 (f)(h)

$ 4,560

$ 4,777

11.875% 12/1/15 (f)

5,150

5,588

Freescale Semiconductor, Inc. 7.125% 7/15/14

11,740

11,857

New ASAT Finance Ltd. 9.25% 2/1/11

2,100

1,743

Viasystems, Inc. 10.5% 1/15/11

4,065

4,024

30,781

Software - 0.1%

SERENA Software, Inc. 10.375% 3/15/16 (f)

4,105

4,146

TOTAL INFORMATION TECHNOLOGY

151,582

MATERIALS - 3.0%

Chemicals - 0.8%

America Rock Salt Co. LLC 9.5% 3/15/14

3,940

3,979

BCP Crystal U.S. Holdings Corp. 9.625% 6/15/14

8,045

8,729

Braskem SA:

(Reg. S) 11.75% 1/22/14

1,185

1,333

11.75% 1/22/14 (f)

325

366

Crystal US Holding 3 LLC/Crystal US Sub 3 Corp.:

Series A, 0% 10/1/14 (d)

1,380

1,083

Series B, 0% 10/1/14 (d)

12,655

9,808

Huntsman LLC 11.625% 10/15/10

466

516

JohnsonDiversey Holdings, Inc. 0% 5/15/13 (d)

6,095

5,257

Lyondell Chemical Co. 11.125% 7/15/12

930

1,011

Phibro Animal Health Corp. 13% 12/1/07 unit

1,575

1,638

33,720

Construction Materials - 0.0%

Texas Industries, Inc. 7.25% 7/15/13

630

628

Containers & Packaging - 0.5%

AEP Industries, Inc. 7.875% 3/15/13

640

627

BWAY Corp. 10% 10/15/10

1,175

1,237

Constar International, Inc. 11% 12/1/12

2,085

1,564

Crown Cork & Seal Finance PLC yankee 7% 12/15/06

830

832

Crown Cork & Seal, Inc.:

7.375% 12/15/26

355

310

7.5% 12/15/96

3,685

2,893

8% 4/15/23

2,980

2,757

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

MATERIALS - continued

Containers & Packaging - continued

Owens-Brockway Glass Container, Inc.:

6.75% 12/1/14

$ 895

$ 828

7.75% 5/15/11

320

322

8.25% 5/15/13

3,390

3,407

8.75% 11/15/12

2,325

2,418

8.875% 2/15/09

1,170

1,199

Sealed Air Finance 5.625% 7/19/06

EUR

250

320

Tekni-Plex, Inc. 10.875% 8/15/12 (f)

980

1,068

19,782

Metals & Mining - 1.5%

AK Steel Corp. 7.75% 6/15/12

3,055

2,994

Compass Minerals International, Inc.:

0% 12/15/12 (d)

1,330

1,267

0% 6/1/13 (d)

2,260

2,062

CSN Islands VIII Corp. 9.75% 12/16/13 (f)

5,830

6,209

CSN Islands X Corp. (Reg. S) 9.5% 7/14/49

5,795

5,752

Edgen Acquisition Corp. 9.875% 2/1/11

1,340

1,327

Evraz Securities SA 10.875% 8/3/09

6,600

7,128

Freeport-McMoRan Copper & Gold, Inc.:

6.875% 2/1/14

4,200

4,043

10.125% 2/1/10

740

781

Gerdau AmeriSteel Corp./GUSAP Partners 10.375% 7/15/11

1,335

1,442

Gerdau SA 8.875% (f)

2,590

2,525

International Steel Group, Inc. 6.5% 4/15/14

10,550

9,996

Ispat Inland ULC 9.75% 4/1/14

932

1,025

Norilsk Nickel Finance Luxembourg SA 7.125% 9/30/09

4,570

4,547

RathGibson, Inc. 11.25% 2/15/14 (f)

5,905

6,023

Steel Dynamics, Inc.:

9.5% 3/15/09

2,155

2,242

59,363

Paper & Forest Products - 0.2%

Georgia-Pacific Corp. 8% 1/15/24

1,125

1,080

Millar Western Forest Products Ltd. 7.75% 11/15/13

1,835

1,404

NewPage Corp.:

10.93% 5/1/12 (h)

1,770

1,929

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

MATERIALS - continued

Paper & Forest Products - continued

NewPage Corp.: - continued

12% 5/1/13

$ 1,930

$ 1,998

P.H. Glatfelter Co. 7.125% 5/1/16 (f)

550

542

6,953

TOTAL MATERIALS

120,446

TELECOMMUNICATION SERVICES - 6.3%

Diversified Telecommunication Services - 3.9%

AT&T Corp. 7.75% 11/21/06 (h)

EUR

1,250

1,613

Citizens Communications Co. 9% 8/15/31

6,725

6,826

Embarq Corp.:

6.738% 6/1/13

2,509

2,501

7.082% 6/1/16

1,116

1,110

7.995% 6/1/36

8,700

8,744

Empresa Brasileira de Telecomm SA 11% 12/15/08

4,046

4,390

Eschelon Operating Co. 8.375% 3/15/10

2,196

2,092

Level 3 Financing, Inc.:

11.4238% 3/15/11 (f)(h)

3,050

3,119

12.25% 3/15/13 (f)

9,580

10,179

Mobifon Holdings BV 12.5% 7/31/10

7,225

8,092

New Skies Satellites BV:

9.125% 11/1/12

3,145

3,326

10.4144% 11/1/11 (h)

750

774

Nordic Telephone Co. Holdings Aps 8.875% 5/1/16 (f)

1,830

1,857

NTL Cable PLC 8.75% 4/15/14

6,865

6,796

PanAmSat Holding Corp. 0% 11/1/14 (d)

5,375

3,924

Qwest Capital Funding, Inc.:

7.625% 8/3/21

370

346

7.75% 2/15/31

370

346

Qwest Corp.:

7.875% 9/1/11

2,980

2,995

8.5794% 6/15/13 (h)

9,470

10,015

8.875% 3/15/12

25,740

27,156

Telecom Egypt SAE:

10.7% 2/4/10 (h)

EGP

3,565

612

10.95% 2/4/10

EGP

3,565

635

Telefonica de Argentina SA 9.125% 11/7/10

5,952

6,041

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

TELECOMMUNICATION SERVICES - continued

Diversified Telecommunication Services - continued

Telenet Group Holding NV 0% 6/15/14 (d)(f)

$ 10,537

$ 8,930

U.S. West Capital Funding, Inc.:

6.5% 11/15/18

285

251

6.875% 7/15/28

1,855

1,595

U.S. West Communications:

6.875% 9/15/33

13,988

12,100

7.125% 11/15/43

220

196

7.2% 11/10/26

3,115

2,905

7.25% 9/15/25

1,780

1,655

7.25% 10/15/35

3,210

2,921

7.5% 6/15/23

1,880

1,777

8.875% 6/1/31

340

347

Wind Acquisition Finance SA 10.75% 12/1/15 (f)

3,720

3,943

Windstream Corp. 8.625% 8/1/16 (f)(g)

4,120

4,202

154,311

Wireless Telecommunication Services - 2.4%

American Tower Corp. 7.125% 10/15/12

10,745

10,987

Centennial Cellular Operating Co./Centennial Communications Corp. 10.125% 6/15/13

7,015

7,366

Centennial Communications Corp./Centennial Cellular Operating Co. LLC/Centennial Puerto Rico Operations Corp. 8.125% 2/1/14

2,460

2,386

Digicel Ltd. 9.25% 9/1/12 (f)

1,880

1,936

Inmarsat Finance PLC 7.625% 6/30/12

414

424

Intelsat Ltd.:

6.5% 11/1/13

4,545

3,483

7.625% 4/15/12

8,785

7,434

9.25% 6/15/16 (f)(g)

2,240

2,310

11.25% 6/15/16 (f)(g)

5,990

6,125

Intelsat Subsidiary Holding Co. Ltd. 9.6138% 1/15/12 (h)

4,860

4,921

Millicom International Cellular SA 10% 12/1/13

5,695

6,321

Mobile Telesystems Finance SA 8.375% 10/14/10 (f)

10,795

10,782

Nextel Communications, Inc.:

5.95% 3/15/14

1,150

1,121

6.875% 10/31/13

6,365

6,556

7.375% 8/1/15

15,530

15,978

Rogers Communications, Inc. 8.4544% 12/15/10 (h)

1,740

1,788

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Telecom Personal SA 9.25% 12/22/10 (f)

$ 5,590

$ 5,534

UbiquiTel Operating Co. 9.875% 3/1/11

1,705

1,854

97,306

TOTAL TELECOMMUNICATION SERVICES

251,617

UTILITIES - 1.3%

Electric Utilities - 0.4%

AES Gener SA 7.5% 3/25/14

3,410

3,419

Chivor SA E.S.P. 9.75% 12/30/14 (f)

3,255

3,499

Edison Mission Energy:

7.5% 6/15/13 (f)

3,710

3,617

7.75% 6/15/16 (f)

3,710

3,613

MSW Energy Holdings II LLC/MSW Finance Co. II, Inc. 7.375% 9/1/10

1,170

1,170

15,318

Gas Utilities - 0.7%

AmeriGas Partners LP/AmeriGas Eagle Finance Corp. 7.125% 5/20/16

6,000

5,768

Dynegy Holdings, Inc. 8.375% 5/1/16 (f)

2,090

2,059

Southern Natural Gas Co.:

7.35% 2/15/31

7,350

6,983

8% 3/1/32

4,170

4,358

8.875% 3/15/10

2,600

2,704

Transportadora de Gas del Sur SA (Reg. S) 6.5% 12/15/10 (e)

6,022

5,812

27,684

Independent Power Producers & Energy Traders - 0.1%

Enron Corp.:

6.4% 7/15/06 (c)

545

185

6.625% 11/15/05 (c)

2,200

748

6.725% 11/17/08 (c)(h)

684

227

6.75% 8/1/09 (c)

550

187

6.875% 10/15/07 (c)

1,330

452

6.95% 7/15/28 (c)

1,204

400

7.125% 5/15/07 (c)

235

80

7.375% 5/15/19 (c)

1,400

476

7.875% 6/15/03 (c)

235

80

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

UTILITIES - continued

Independent Power Producers & Energy Traders - continued

Enron Corp.: - continued

8.375% 5/23/05 (c)

$ 2,500

$ 838

9.125% 4/1/03 (c)

50

17

9.875% 6/15/03 (c)

220

75

Tenaska Alabama Partners LP 7% 6/30/21 (f)

1,148

1,114

4,879

Multi-Utilities - 0.1%

Aquila, Inc. 14.875% 7/1/12

1,615

2,136

TECO Energy, Inc. 6.75% 5/1/15

1,020

1,020

Utilicorp United, Inc. 9.95% 2/1/11 (h)

39

43

3,199

TOTAL UTILITIES

51,080

TOTAL NONCONVERTIBLE BONDS

1,390,852

TOTAL CORPORATE BONDS

(Cost $1,399,117)

1,395,013

U.S. Government and Government Agency Obligations - 24.4%

U.S. Government Agency Obligations - 9.8%

Fannie Mae:

3.25% 1/15/08

58,580

56,677

3.25% 2/15/09

6,040

5,720

4.25% 5/15/09

9,450

9,157

4.5% 10/15/08

16,934

16,599

4.625% 1/15/08

13,254

13,086

4.625% 10/15/13

248

235

4.75% 12/15/10

83,058

80,692

4.875% 4/15/09

43,850

43,203

5.125% 1/2/14

1,380

1,324

6.125% 3/15/12

900

927

6.25% 2/1/11

380

389

6.375% 6/15/09

16,590

17,002

Federal Home Loan Bank:

4.5% 10/14/08

5,975

5,854

5.8% 9/2/08

1,680

1,687

U.S. Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

U.S. Government Agency Obligations - continued

Freddie Mac:

4% 8/17/07

$ 521

$ 512

4.125% 4/2/07

3,824

3,785

4.125% 10/18/10

65,000

61,637

4.25% 7/15/09

22,489

21,754

4.875% 2/17/09

9,051

8,932

4.875% 11/15/13

4,100

3,945

5.125% 4/18/08

14,000

13,914

5.25% 7/18/11

18,440

18,237

Private Export Funding Corp.:

secured 5.685% 5/15/12

1,285

1,295

4.974% 8/15/13

1,515

1,462

Small Business Administration guaranteed development participation certificates Series 2003 P10B, 5.136% 8/10/13

1,518

1,468

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS

389,493

U.S. Treasury Inflation Protected Obligations - 3.6%

U.S. Treasury Inflation-Indexed Notes:

0.875% 4/15/10

22,862

21,567

1.875% 7/15/13

50,661

48,666

2% 1/15/14

22,567

21,781

2.375% 4/15/11

51,760

51,553

TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS

143,567

U.S. Treasury Obligations - 11.0%

U.S. Treasury Bonds 6.125% 8/15/29

82,650

91,896

U.S. Treasury Notes:

3.75% 5/15/08

97,629

95,149

4% 3/15/10

4,715

4,540

4.25% 11/15/13

7,930

7,504

4.25% 8/15/14

67,500

63,569

4.25% 11/15/14

40,920

38,484

4.25% 8/15/15

10,000

9,357

4.5% 2/15/09

50,000

49,209

U.S. Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

U.S. Treasury Obligations - continued

U.S. Treasury Notes: - continued

4.5% 11/15/15

$ 30,500

$ 29,051

4.75% 5/15/14

50,662

49,421

TOTAL U.S. TREASURY OBLIGATIONS

438,180

TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $999,922)

971,240

U.S. Government Agency - Mortgage Securities - 1.5%

Fannie Mae - 1.4%

4% 5/1/19

35

32

4.5% 12/1/18

6,781

6,437

4.614% 7/1/34 (h)

5,279

5,228

4.761% 11/1/33 (h)

4,021

3,968

4.782% 6/1/35 (h)

1,907

1,864

4.882% 7/1/34 (h)

1,906

1,877

4.895% 11/1/35 (h)

2,708

2,679

5% 3/1/18 to 7/1/35

5,080

4,880

5.035% 5/1/35 (h)

3,589

3,531

5.5% 5/1/11 to 11/1/35

21,431

21,055

5.916% 1/1/36 (h)

548

546

6% 8/1/13 to 1/1/26

99

99

6.5% 6/1/24 to 3/1/35

1,778

1,793

7% 9/1/25

5

5

7.5% 1/1/28

86

90

TOTAL FANNIE MAE

54,084

Freddie Mac - 0.1%

4.704% 9/1/35 (h)

5,600

5,501

8.5% 3/1/20

23

25

TOTAL FREDDIE MAC

5,526

Government National Mortgage Association - 0.0%

6% 1/15/09 to 5/15/09

49

50

6.5% 4/15/26 to 5/15/26

50

51

7% 9/15/25 to 8/15/31

118

122

U.S. Government Agency - Mortgage Securities - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Government National Mortgage Association - continued

7.5% 2/15/22 to 8/15/28

$ 221

$ 230

8% 9/15/26 to 12/15/26

34

35

TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION

488

TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES

(Cost $61,629)

60,098

Asset-Backed Securities - 0.2%

Affinity PLC Series 2002-A CLass C, 6.57% 5/15/09 (h)

GBP

790

1,468

Driver One GmbH Series 1 Class B, 3.106% 5/21/10 (h)

EUR

360

461

Greene King Finance PLC Series A1, 5.1141% 6/15/31 (h)

GBP

1,000

1,850

Lambda Finance BV Series 2005-1X Class C1, 5.79% 11/15/29 (h)

GBP

500

928

Punch Taverns Finance PLC 4.9469% 4/15/09 (h)

GBP

618

1,144

Sedna Finance Corp.:

3.605% 12/23/14 (h)

EUR

500

640

3.709% 3/15/16 (h)

EUR

1,150

1,476

Unique Public Finance Co. PLC Series A4, 5.659% 6/30/27

GBP

60

114

TOTAL ASSET-BACKED SECURITIES

(Cost $7,847)

8,081

Collateralized Mortgage Obligations - 1.2%

Private Sponsor - 0.2%

EPIC PLC Series BROD Class D, 0% 1/22/16 (h)

EUR

400

512

Granite Mortgages PLC 3.139% 1/20/43 (h)

EUR

400

513

Holmes Financing No. 8 PLC floater Series 3 Class C, 3.357% 7/15/40 (h)

EUR

500

644

Lansdowne Mortgage Securities No. 1 PLC:

Series M1, 3.189% 6/15/45 (h)

EUR

850

1,087

Series M2 Class 3M, 3.379% 6/15/45 (h)

EUR

450

576

Collateralized Mortgage Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Private Sponsor - continued

Permanent Financing No. 1 PLC 5.1% 6/10/09 (h)

EUR

400

$ 519

RMAC PLC Series 2005-NS4X Class M2A, 5.25% 12/12/43 (h)

GBP

1,700

3,144

TOTAL PRIVATE SPONSOR

6,995

U.S. Government Agency - 1.0%

Fannie Mae planned amortization class:

Series 2003-24 CLass PB, 4.5% 12/25/12

$ 2,351

2,326

Series 2006-64 Class PA, 5.5% 2/25/30

7,625

7,587

Fannie Mae guaranteed REMIC pass thru certificates:

floater Series 2005-45 Class XA, 5.6625% 6/25/35 (h)

8,493

8,477

planned amortization class:

Series 2006-4 Class PB, 6% 9/25/35

6,570

6,575

Series 2006-49 Class CA, 6% 2/25/31

5,329

5,347

Freddie Mac Multi-class participation certificates guaranteed planned amortization class Series 3013 Class AF, 5.4488% 5/15/35 (h)

9,968

9,933

TOTAL U.S. GOVERNMENT AGENCY

40,245

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $47,185)

47,240

Commercial Mortgage Securities - 0.2%

Immeo Residential Finance PLC Series 1 Class D, 3.709% 3/15/13 (h)

EUR

415

531

Opera Finance PLC 4.8481% 7/31/13 (h)

GBP

1,000

1,853

Real Estate Capital Foundation Ltd. Series 3 Class A, 4.8006% 7/15/16 (h)

GBP

2,000

3,683

Trafford Centre Finance Ltd. 5.465% 4/28/35 (h)

GBP

556

1,025

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $6,939)

7,092

Foreign Government and Government Agency Obligations - 21.8%

Principal Amount (000s)(l)

Value (Note 1) (000s)

Arab Republic 8.0203% to 9.7504% 8/22/06 to 2/27/07

EGP

13,955

$ 2,330

Argentine Republic:

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

$ 3,054

2,718

par 1.33% 12/31/38 (h)

22,180

7,985

4.889% 8/3/12 (h)

16,647

15,418

7% 3/28/11

7,295

6,753

Austrian Republic 5% 12/20/24 (f)

CAD

2,000

1,765

Banco Central del Uruguay:

Brady par A 6.75% 2/19/21

1,000

995

value recovery A rights 1/2/21 (j)

1,000,000

0

value recovery B rights 1/2/21 (j)

750,000

0

Brazilian Federative Republic:

6% 9/15/13

2,125

2,057

7.375% 2/3/15

EUR

500

681

8% 1/15/18

9,241

9,768

8.75% 2/4/25

5,290

5,793

10.5% 7/14/14

3,800

4,573

11% 8/17/40

24,870

30,864

12.25% 3/6/30

10,050

14,673

12.75% 1/15/20

4,685

6,676

Canadian Government:

4.5% 9/1/07

CAD

5,000

4,480

5.25% 6/1/12

CAD

42,950

39,891

5.5% 6/1/09

CAD

5,500

5,067

5.75% 6/1/29

CAD

6,750

6,977

Central Bank of Nigeria:

Brady 6.25% 11/15/20

4,750

4,714

promissory note 5.092% 1/5/10

2,417

2,272

warrants 11/15/20 (j)

2,750

179

City of Kiev 8.75% 8/8/08

2,800

2,849

Colombian Republic:

11.75% 3/1/10

COP

6,147,000

2,553

12% 10/22/15

COP

6,051,000

2,610

Danish Kingdom 3.125% 10/15/10

EUR

3,000

3,732

Dominican Republic:

Brady 5.7925% 8/30/09 (h)

2,607

2,596

6.1875% 8/30/24 (h)

12,223

11,581

9.5% 9/27/11

5,448

5,775

Ecuador Republic:

9% 8/15/30 (Reg. S) (e)

7,595

7,310

9.375% 12/15/15 (f)

5,950

5,891

Foreign Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Ecuador Republic: - continued

euro par 5% 2/28/25

$ 1,545

$ 1,149

Finnish Government 3.875% 9/15/17

EUR

49,700

62,155

French Government:

3% 1/12/11

EUR

42,000

51,884

3.25% 4/25/16

EUR

47,640

56,949

4% 4/25/55

EUR

750

897

German Federal Republic:

3% 4/11/08

EUR

15,400

19,513

5% 7/4/12

EUR

12,670

17,131

Indonesian Republic:

6.75% 3/10/14

5,875

5,787

7.25% 4/20/15 (f)

2,200

2,211

7.25% 4/20/15

650

653

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

1,165

1,078

Israeli State (guaranteed by U.S. Government through Agency for International Development) 5.5% 9/18/23

4,750

4,714

Italian Republic 4% 2/1/37

EUR

5,500

6,258

Japan Government:

Real Return Bond:

0.49% 7/20/20 (h)

JPY

1,125,000

9,214

1.22% 11/20/20 (h)

JPY

1,300,000

10,924

0.9% 12/22/08

JPY

200,000

1,747

1.4% 3/21/11

JPY

425,000

3,722

1.5% 3/20/14

JPY

4,615,000

39,540

1.8% 3/20/16

JPY

1,267,000

10,974

2.4% 12/20/34

JPY

750,000

6,403

Lebanon, Republic of:

8.5669% 11/30/09 (f)(h)

1,840

1,925

8.5669% 11/30/09 (h)

5,085

5,320

Pakistan International Sukuk Co. Ltd. 6.95% 1/27/10 (h)

4,355

4,420

Panamanian Republic Brady discount 5.5625% 7/17/26 (h)

1,425

1,425

Peruvian Republic:

3% 3/7/27 (e)

900

596

5.875% 3/7/27 (h)

1,470

1,433

7.35% 7/21/25

3,730

3,562

euro Brady past due interest 5% 3/7/17 (h)

9,895

9,548

Philippine Republic:

5.3203% 12/1/09 (h)

745

730

8.25% 1/15/14

5,445

5,649

8.375% 2/15/11

5,530

5,758

Foreign Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Philippine Republic: - continued

8.875% 3/17/15

$ 4,860

$ 5,261

9% 2/15/13

7,480

8,050

9.875% 1/15/19

7,375

8,500

10.625% 3/16/25

3,995

4,954

Republic of Iraq 5.8% 1/15/28 (f)

3,780

2,533

Republic of Serbia 3.75% 11/1/24 (e)(f)

565

470

Russian Federation:

5% 3/31/30 (e)(f)

3,900

4,154

5% 3/31/30 (Reg. S) (e)

35,730

38,052

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

5,820

9,821

euro 10% 6/26/07

3,175

3,290

State of Qatar 9.75% 6/15/30 (Reg. S)

6,005

8,392

Turkish Republic:

0% 4/9/08

TRY

4,245

1,903

11.75% 6/15/10

13,695

15,407

11.875% 1/15/30

13,030

17,786

13.1525% to 16.4124% 6/27/07

TRY

10,485

5,431

Ukraine Government:

(Reg. S) 6.875% 3/4/11

5,925

5,792

8.235% 8/5/09 (h)

11,025

11,549

United Kingdom, Great Britain & Northern Ireland:

4.25% 3/7/11

GBP

13,000

23,509

4.25% 6/7/32

GBP

850

1,536

4.25% 3/7/36

GBP

8,150

14,840

4.75% 6/7/10

GBP

250

461

4.75% 9/7/15

GBP

4,300

7,966

5% 3/7/25

GBP

670

1,309

8% 6/7/21

GBP

7,800

19,555

8.75% 8/25/17

GBP

515

1,284

United Mexican States:

7.5% 4/8/33

8,085

8,590

8.3% 8/15/31

12,535

14,478

11.5% 5/15/26

4,630

6,790

Uruguay Republic 7.5% 3/15/15

1,820

1,756

Venezuelan Republic:

oil recovery rights 4/15/20 (j)

3,260

111

5.375% 8/7/10

3,415

3,239

6% 12/9/20

2,165

1,873

6.09% 4/20/11 (h)

7,350

7,332

7% 12/1/18 (Reg. S)

2,290

2,198

7.65% 4/21/25

3,300

3,284

Foreign Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Venezuelan Republic: - continued

9.25% 9/15/27

$ 5,125

$ 6,035

10.75% 9/19/13

5,560

6,605

13.625% 8/15/18

5,355

7,631

Vietnamese Socialist Republic Brady par 3.75% 3/12/28 (e)

2,110

1,646

TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $844,300)

868,168

Common Stocks - 0.7%

Shares

CONSUMER DISCRETIONARY - 0.7%

Auto Components - 0.0%

Intermet Corp. (a)(k)

113,725

1,304

Diversified Consumer Services - 0.1%

Coinmach Service Corp. unit

330,000

5,425

Hotels, Restaurants & Leisure - 0.1%

Centerplate, Inc. unit

165,925

2,223

Media - 0.5%

NTL, Inc.

750,369

18,684

NTL, Inc. warrants 1/13/11

6

0

18,684

TOTAL CONSUMER DISCRETIONARY

27,636

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

DigitalGlobe, Inc. (a)(f)

895

2

UTILITIES - 0.0%

Electric Utilities - 0.0%

Portland General Electric Co.

10,867

271

TOTAL COMMON STOCKS

(Cost $24,042)

27,909

Preferred Stocks - 0.1%

Shares

Value (Note 1) (000s)

Convertible Preferred Stocks - 0.0%

MATERIALS - 0.0%

Chemicals - 0.0%

Celanese Corp. 4.25%

6,600

$ 201

Nonconvertible Preferred Stocks - 0.1%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

Spanish Broadcasting System, Inc. Class B, 10.75%

1,690

1,821

Specialty Retail - 0.0%

GNC Corp. Series A, 12.00%

1,170

1,404

TOTAL CONSUMER DISCRETIONARY

3,225

HEALTH CARE - 0.0%

Health Care Providers & Services - 0.0%

Fresenius Medical Care Capital Trust II 7.875%

1,260

1,282

TELECOMMUNICATION SERVICES - 0.0%

Diversified Telecommunication Services - 0.0%

PTV, Inc. Series A, 10.00% (a)

119

0

TOTAL NONCONVERTIBLE PREFERRED STOCKS

4,507

TOTAL PREFERRED STOCKS

(Cost $4,312)

4,708

Floating Rate Loans - 3.5%

Principal Amount (000s)(l)

CONSUMER DISCRETIONARY - 0.9%

Auto Components - 0.2%

Dana Corp. term loan 7.65% 4/13/08 (h)

$ 340

340

Goodyear Tire & Rubber Co.:

Tranche 2, term loan 7.9544% 4/30/10 (h)

2,235

2,241

Tranche 3, term loan 8.7044% 3/1/11 (h)

3,550

3,577

Lear Corp. term loan 7.9781% 4/25/12 (h)

2,470

2,451

8,609

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

CONSUMER DISCRETIONARY - continued

Automobiles - 0.1%

AM General LLC:

Tranche B1, term loan 9.6758% 11/1/11 (h)

$ 2,210

$ 2,243

Tranche C2, term loan 14.2088% 5/2/12 (h)

1,300

1,339

3,582

Diversified Consumer Services - 0.0%

Coinmach Corp. Tranche B1, term loan 7.719% 12/19/12 (h)

200

200

Hotels, Restaurants & Leisure - 0.0%

Hilton Head Communications LP Tranche B, term loan 9.5% 3/31/08 (h)

1,800

1,710

Media - 0.3%

Charter Communications Operating LLC Tranche B, term loan 7.755% 4/28/13 (h)

6,242

6,250

CSC Holdings, Inc. Tranche B, term loan 7.0345% 3/29/13 (h)

6,364

6,324

UPC Broadband Holding BV:

Tranche J2, term loan 7.1077% 3/31/13 (h)

525

523

Tranche K2, term loan 7.1077% 12/31/13 (h)

525

523

13,620

Multiline Retail - 0.1%

Neiman Marcus Group, Inc. term loan 7.77% 4/6/13 (h)

2,316

2,334

Specialty Retail - 0.2%

Toys 'R' US, Inc. term loan 8.1091% 12/9/08 (h)

6,110

6,049

TOTAL CONSUMER DISCRETIONARY

36,104

CONSUMER STAPLES - 0.0%

Beverages - 0.0%

Constellation Brands, Inc. Tranche B, term loan 6.7865% 6/5/13 (h)

1,370

1,373

ENERGY - 0.2%

Oil, Gas & Consumable Fuels - 0.2%

Coffeyville Resources LLC:

Credit-Linked Deposit 7.9% 7/8/11 (h)

180

180

Tranche 2, term loan 12.1875% 7/8/13 (h)

2,020

2,060

Tranche B1, term loan 7.9456% 7/8/12 (h)

268

268

Helix Energy Solutions Group, Inc. term loan 7.4973% 5/9/13 (h)

1,370

1,367

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Targa Resources, Inc./Targa Resources Finance Corp.:

Credit-Linked Deposit 7.6238% 10/31/12 (h)

$ 540

$ 545

term loan:

7.3266% 10/31/12 (h)

2,233

2,255

7.4769% 10/31/07 (h)

1,650

1,650

8,325

FINANCIALS - 0.5%

Diversified Financial Services - 0.4%

MGM Holdings II, Inc. Tranche B, term loan 7.7488% 4/8/12 (h)

2,304

2,313

Olympus Cable Holdings LLC Tranche B, term loan 10.25% 9/30/10 (h)

5,220

5,011

The NASDAQ Stock Market, Inc.:

Tranche B, term loan 6.975% 4/18/12 (h)

4,578

4,578

Tranche C, term loan 6.9833% 4/18/12 (h)

2,654

2,654

14,556

Real Estate Investment Trusts - 0.1%

Capital Automotive (REIT) Tranche B, term loan 6.86% 12/16/10 (h)

3,820

3,810

Newkirk Master LP Tranche B, term loan 6.8338% 8/11/08 (h)

139

139

3,949

TOTAL FINANCIALS

18,505

HEALTH CARE - 0.1%

Health Care Providers & Services - 0.1%

DaVita, Inc. Tranche B, term loan 7.1305% 10/5/12 (h)

4,823

4,829

INDUSTRIALS - 0.3%

Airlines - 0.2%

Delta Air Lines, Inc.:

Tranche B, term loan 10.0225% 3/16/08 (h)

250

254

Tranche C, term loan 12.7725% 3/16/08 (h)

4,010

4,130

UAL Corp.:

Tranche B, term loan 8.625% 2/1/12 (h)

3,246

3,283

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

INDUSTRIALS - continued

Airlines - continued

UAL Corp.: - continued

Tranche DD, term loan 9.125% 2/1/12 (h)

$ 464

$ 469

US Airways Group, Inc. term loan 8.9988% 3/31/11 (h)

560

562

8,698

Building Products - 0.0%

Mueller Group, Inc. term loan 7.4655% 10/3/12 (h)

144

144

Commercial Services & Supplies - 0.0%

Allied Waste Industries, Inc.:

term loan 6.7593% 1/15/12 (h)

551

549

Tranche A, Credit-Linked Deposit 6.8464% 1/15/12 (h)

214

213

762

Industrial Conglomerates - 0.0%

Walter Industries, Inc. term loan 7.0638% 10/3/12 (h)

144

144

Machinery - 0.0%

Chart Industries, Inc. Tranche B, term loan 7.1875% 10/17/12 (h)

97

97

Road & Rail - 0.1%

Hertz Corp.:

Credit-Linked Deposit 7.6744% 12/21/12 (h)

143

144

Tranche B, term loan 7.4142% 12/21/12 (h)

1,022

1,025

Tranche DD, term loan 12/21/12 (m)

119

119

1,288

TOTAL INDUSTRIALS

11,133

INFORMATION TECHNOLOGY - 0.5%

Communications Equipment - 0.1%

Nortel Networks Corp. Tranche A, term loan:

7.375% 2/15/07 (h)

4,450

4,444

IT Services - 0.3%

SunGard Data Systems, Inc. Tranche B, term loan 7.66% 2/10/13 (h)

10,801

10,841

Software - 0.1%

Infor Global Solutions AG:

Tranche 1, term loan 7.8% 4/18/11 (h)

2,330

2,327

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

INFORMATION TECHNOLOGY - continued

Software - continued

Infor Global Solutions AG: - continued

Tranche 2, term loan 12.05% 4/18/12 (h)

$ 1,310

$ 1,336

Tranche 2, term loan 12.3% 4/18/12 (h)

2,160

2,198

5,861

TOTAL INFORMATION TECHNOLOGY

21,146

MATERIALS - 0.5%

Chemicals - 0.0%

Solutia, Inc. Tranche B, term loan 8.72% 3/31/07 (h)

210

211

Paper & Forest Products - 0.5%

Georgia-Pacific Corp.:

Tranche 2, term loan 8.3% 12/23/13 (h)

6,390

6,446

Tranche B1, term loan 7.3394% 12/23/12 (h)

11,821

11,806

18,252

TOTAL MATERIALS

18,463

TELECOMMUNICATION SERVICES - 0.4%

Diversified Telecommunication Services - 0.3%

NTL Cable PLC term loan 10.3% 3/3/07 (h)

1,600

1,598

Wind Telecomunicazioni Spa:

Tranche 2, term loan 11.2819% 3/21/15 (h)

2,840

2,954

Tranche B, term loan 7.7819% 9/21/13 (h)

1,420

1,432

Tranche C, term loan 8.2819% 9/21/14 (h)

1,420

1,432

Windstream Corp. term loan 7.26% 7/17/11 (h)

4,510

4,524

11,940

Wireless Telecommunication Services - 0.1%

Crown Castle Operating Co. Tranche B, term loan 7.65% 6/1/14 (h)

2,240

2,251

Leap Wireless International, Inc. Tranche B, term loan 8.2488% 6/16/13 (h)

630

633

2,884

TOTAL TELECOMMUNICATION SERVICES

14,824

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

UTILITIES - 0.1%

Independent Power Producers & Energy Traders - 0.1%

NRG Energy, Inc.:

Credit-Linked Deposit 7.4988% 2/1/13 (h)

$ 748

$ 747

term loan 7.2306% 2/1/13 (h)

3,274

3,280

4,027

TOTAL FLOATING RATE LOANS

(Cost $137,845)

138,729

Sovereign Loan Participations - 0.1%

Indonesian Republic loan participation:

- Barclays Bank 6.375% 3/28/13 (h)

194

188

- Citibank 6.375% 3/28/13 (h)

678

658

- Credit Suisse First Boston 6.375% 3/28/13 (h)

3,045

2,954

- Deutsche Bank:

1.204% 3/28/13 (h)

JPY

83,518

690

6.375% 3/28/13 (h)

871

845

TOTAL SOVEREIGN LOAN PARTICIPATIONS

(Cost $4,965)

5,335

Commercial Paper - 0.2%

Ebury Finance Ltd. 2.88% 7/10/06

EUR

500

639

Lake Constance Funding Ltd. 2.88% 7/12/06

EUR

5,000

6,390

TOTAL COMMERCIAL PAPER

(Cost $6,875)

7,029

Fixed-Income Funds - 2.1%

Shares

Fidelity Floating Rate Central Investment Portfolio (i)
(Cost $82,239)

820,098

82,149

Money Market Funds - 8.2%

Shares

Value (Note 1) (000s)

Fidelity Cash Central Fund, 5.11% (b)
(Cost $325,023)

325,022,717

$ 325,023

TOTAL INVESTMENT PORTFOLIO - 99.2%

(Cost $3,952,240)

3,947,814

NET OTHER ASSETS - 0.8%

30,950

NET ASSETS - 100%

$ 3,978,764

Currency Abbreviations

BRL

-

Brazilian real

CAD

-

Canadian dollar

COP

-

Colombian peso

EGP

-

Egyptian pound

EUR

-

European Monetary Unit

GBP

-

British pound

JPY

-

Japanese yen

RUB

-

Russian ruble

TRY

-

New Turkish Lira

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) Non-income producing - Issuer is in default.

(d) Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(e) Security initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(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 period end, the value of these securities amounted to $333,070,000 or 8.4% of net assets.

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

(h) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(i) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. A complete unaudited list of holdings for each fixed-income central fund, as of the investing fund's report date, is available upon request or at advisor.fidelity.com. The reports are located just after the fund's financial statements and quarterly reports but are not part of the financial statements or quarterly reports. In addition, the fixed-income central fund's financial statements are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

(j) Quantity represents share amount.

(k) 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 $1,304,000 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Intermet Corp.

11/9/05

$ 2,153

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

(m) Position represents an unfunded loan commitment. At period end, the total principal amount and market value of unfunded commitments totaled $119,000 and $119,000, respectively. The interest rate will be determined at time of settlement.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the fund from the affiliated Central funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 5,794

Fidelity Floating Rate Central Investment Portfolio

2,746

Total

$ 8,540

Additional information regarding the fund's fiscal year to date purchases and sales, including the ownership percentage, of the following fixed income Central Funds is as follows:

Fund
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Value,
end of
period

% ownership,
end of
period

Fidelity Floating Rate Central Investment Portfolio

$ 82,231

$ -

$ -

$ 82,149

6.5%

Other Information

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America

68.6%

United Kingdom

2.8%

Canada

2.7%

France

2.7%

Brazil

2.4%

Japan

2.2%

Argentina

1.7%

Finland

1.6%

Russia

1.4%

Venezuela

1.4%

Germany

1.3%

Luxembourg

1.3%

Mexico

1.1%

Turkey

1.0%

Others (individually less than 1%)

7.8%

100.0%

The information in the above table is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central funds.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

June 30, 2006 (Unaudited)

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $3,544,978)

$ 3,540,642

Affiliated Central Funds (cost $407,262)

407,172

Total Investments (cost $3,952,240)

$ 3,947,814

Cash

926

Foreign currency held at value (cost $5)

5

Receivable for investments sold

13,532

Receivable for fund shares sold

26,748

Dividends receivable

112

Interest receivable

53,251

Prepaid expenses

6

Receivable from investment adviser for expense reductions

10

Other receivables

69

Total assets

4,042,473

Liabilities

Payable for investments purchased
Regular delivery

$ 26,168

Delayed delivery

20,413

Payable for fund shares redeemed

11,117

Distributions payable

2,187

Accrued management fee

1,862

Distribution fees payable

1,169

Other affiliated payables

648

Other payables and accrued expenses

145

Total liabilities

63,709

Net Assets

$ 3,978,764

Net Assets consist of:

Paid in capital

$ 3,957,643

Undistributed net investment income

7,097

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

18,344

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

(4,320)

Net Assets

$ 3,978,764

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

June 30, 2006 (Unaudited)

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($758,050 ÷ 66,366 shares)

$ 11.42

Maximum offering price per share (100/95.25 of $11.42)

$ 11.99

Class T:
Net Asset Value
and redemption price per share
($1,690,455 ÷ 148,046 shares)

$ 11.42

Maximum offering price per share (100/96.50 of $11.42)

$ 11.83

Class B:
Net Asset Value
and offering price per share
($330,260 ÷ 28,857 shares)A

$ 11.44

Class C:
Net Asset Value
and offering price per share
($584,522 ÷ 51,254 shares)A

$ 11.40

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($615,477 ÷ 53,458 shares)

$ 11.51

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.

Semiannual Report

Statement of Operations

Amounts in thousands

Six months ended June 30, 2006 (Unaudited)

Investment Income

Dividends

$ 474

Interest

103,827

Income from affiliated Central Funds

8,540

Total income

112,841

Expenses

Management fee

$ 10,668

Transfer agent fees

3,183

Distribution fees

6,826

Accounting fees and expenses

594

Independent trustees' compensation

7

Custodian fees and expenses

173

Registration fees

257

Audit

44

Legal

4

Miscellaneous

17

Total expenses before reductions

21,773

Expense reductions

(74)

21,699

Net investment income

91,142

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

19,784

Foreign currency transactions

52

Total net realized gain (loss)

19,836

Change in net unrealized appreciation (depreciation) on:

Investment securities

(68,024)

Assets and liabilities in foreign currencies

263

Total change in net unrealized appreciation (depreciation)

(67,761)

Net gain (loss)

(47,925)

Net increase (decrease) in net assets resulting from operations

$ 43,217

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Six months ended
June 30, 2006
(Unaudited)

Year ended
December 31,
2005

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 91,142

$ 137,169

Net realized gain (loss)

19,836

7,920

Change in net unrealized appreciation (depreciation)

(67,761)

(65,133)

Net increase (decrease) in net assets resulting
from operations

43,217

79,956

Distributions to shareholders from net investment income

(85,480)

(132,248)

Distributions to shareholders from net realized gain

-

(36,255)

Total distributions

(85,480)

(168,503)

Share transactions - net increase (decrease)

544,628

1,236,680

Total increase (decrease) in net assets

502,365

1,148,133

Net Assets

Beginning of period

3,476,399

2,328,266

End of period (including undistributed net investment income of $7,097 and undistributed net investment income of $1,435, respectively)

$ 3,978,764

$ 3,476,399

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

Semiannual Report

Financial Highlights - Class A

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.54

$ 11.93

$ 11.63

$ 10.34

$ 10.11

$ 10.12

Income from Investment Operations

Net investment income E

.292

.571

.600

.617

.668

.730

Net realized and unrealized gain (loss)

(.137)

(.255)

.445

1.321

.214

(.081)

Total from investment operations

.155

.316

1.045

1.938

.882

.649

Distributions from net investment income

(.275)

(.551)

(.575)

(.648)

(.652)

(.659)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.275)

(.706)

(.745)

(.648)

(.652)

(.659)

Net asset value, end of period

$ 11.42

$ 11.54

$ 11.93

$ 11.63

$ 10.34

$ 10.11

Total Return B, C, D

1.34%

2.75%

9.31%

19.20%

9.09%

6.53%

Ratios to Average Net Assets F, H

Expenses before reductions

.98% A

.99%

1.00%

1.01%

1.04%

1.07%

Expenses net of fee waivers, if any

.98% A

.99%

1.00%

1.01%

1.04%

1.07%

Expenses net of all reductions

.98% A

.99%

1.00%

1.00%

1.04%

1.07%

Net investment income

5.10% A

4.92%

5.20%

5.58%

6.65%

7.18%

Supplemental Data

Net assets, end of period (in millions)

$ 758

$ 647

$ 372

$ 187

$ 57

$ 33

Portfolio turnover rate G

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

G Amounts do not include the portfolio activity of the affiliated central fund.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Financial Highlights - Class T

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.54

$ 11.92

$ 11.62

$ 10.33

$ 10.11

$ 10.11

Income from Investment Operations

Net investment income E

.289

.564

.593

.604

.660

.725

Net realized and unrealized gain (loss)

(.137)

(.245)

.443

1.322

.203

(.074)

Total from investment operations

.152

.319

1.036

1.926

.863

.651

Distributions from net investment income

(.272)

(.544)

(.566)

(.636)

(.643)

(.651)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.272)

(.699)

(.736)

(.636)

(.643)

(.651)

Net asset value, end of period

$ 11.42

$ 11.54

$ 11.92

$ 11.62

$ 10.33

$ 10.11

Total Return B, C, D

1.32%

2.77%

9.23%

19.09%

8.89%

6.55%

Ratios to Average Net Assets F, H

Expenses before reductions

1.03% A

1.05%

1.07%

1.11%

1.13%

1.15%

Expenses net of fee waivers, if any

1.03% A

1.05%

1.07%

1.11%

1.13%

1.15%

Expenses net of all reductions

1.03% A

1.05%

1.07%

1.11%

1.13%

1.15%

Net investment income

5.05% A

4.86%

5.13%

5.47%

6.57%

7.10%

Supplemental Data

Net assets, end of period (in millions)

$ 1,690

$ 1,427

$ 808

$ 515

$ 279

$ 238

Portfolio turnover rate G

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

G Amounts do not include the portfolio activity of the affiliated central fund.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Financial Highlights - Class B

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.57

$ 11.95

$ 11.65

$ 10.35

$ 10.12

$ 10.13

Income from Investment Operations

Net investment income E

.249

.486

.513

.533

.595

.658

Net realized and unrealized gain (loss)

(.148)

(.249)

.441

1.330

.212

(.085)

Total from investment operations

.101

.237

.954

1.863

.807

.573

Distributions from net investment income

(.231)

(.462)

(.484)

(.563)

(.577)

(.583)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.231)

(.617)

(.654)

(.563)

(.577)

(.583)

Net asset value, end of period

$ 11.44

$ 11.57

$ 11.95

$ 11.65

$ 10.35

$ 10.12

Total Return B, C, D

.87%

2.06%

8.45%

18.38%

8.28%

5.74%

Ratios to Average Net Assets F, H

Expenses before reductions

1.78% A

1.78%

1.78%

1.77%

1.78%

1.81%

Expenses net of fee waivers, if any

1.75% A

1.75%

1.78%

1.77%

1.78%

1.81%

Expenses net of all reductions

1.75% A

1.75%

1.78%

1.77%

1.78%

1.81%

Net investment income

4.33% A

4.16%

4.42%

4.81%

5.91%

6.44%

Supplemental Data

Net assets, end of period (in millions)

$ 330

$ 342

$ 319

$ 287

$ 147

$ 116

Portfolio turnover rate G

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

G Amounts do not include the portfolio activity of the affiliated central fund.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Financial Highlights - Class C

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.53

$ 11.91

$ 11.61

$ 10.32

$ 10.10

$ 10.11

Income from Investment Operations

Net investment income E

.243

.475

.505

.525

.585

.647

Net realized and unrealized gain (loss)

(.146)

(.246)

.444

1.320

.204

(.082)

Total from investment operations

.097

.229

.949

1.845

.789

.565

Distributions from net investment income

(.227)

(.454)

(.479)

(.555)

(.569)

(.575)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.227)

(.609)

(.649)

(.555)

(.569)

(.575)

Net asset value, end of period

$ 11.40

$ 11.53

$ 11.91

$ 11.61

$ 10.32

$ 10.10

Total Return B, C, D

.83%

1.99%

8.43%

18.24%

8.10%

5.67%

Ratios to Average Net Assets F, H

Expenses before reductions

1.82% A

1.82%

1.82%

1.84%

1.87%

1.89%

Expenses net of fee waivers, if any

1.82% A

1.82%

1.82%

1.84%

1.87%

1.89%

Expenses net of all reductions

1.82% A

1.82%

1.82%

1.84%

1.87%

1.89%

Net investment income

4.26% A

4.09%

4.37%

4.74%

5.83%

6.35%

Supplemental Data

Net assets, end of period (in millions)

$ 585

$ 540

$ 405

$ 277

$ 68

$ 40

Portfolio turnover rate G

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

G Amounts do not include the portfolio activity of the affiliated central fund.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.63

$ 12.02

$ 11.71

$ 10.40

$ 10.17

$ 10.18

Income from Investment Operations

Net investment income D

.305

.599

.627

.635

.685

.725

Net realized and unrealized gain (loss)

(.140)

(.262)

.449

1.338

.210

(.059)

Total from investment operations

.165

.337

1.076

1.973

.895

.666

Distributions from net investment income

(.285)

(.572)

(.596)

(.663)

(.665)

(.676)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.285)

(.727)

(.766)

(.663)

(.665)

(.676)

Net asset value, end of period

$ 11.51

$ 11.63

$ 12.02

$ 11.71

$ 10.40

$ 10.17

Total Return B, C

1.42%

2.91%

9.53%

19.44%

9.17%

6.67%

Ratios to Average Net Assets E, G

Expenses before reductions

.80% A

.81%

.81%

.87%

.92%

.94%

Expenses net of fee waivers, if any

.80% A

.81%

.81%

.87%

.92%

.94%

Expenses net of all reductions

.80% A

.80%

.81%

.87%

.92%

.94%

Net investment income

5.29% A

5.10%

5.38%

5.71%

6.78%

7.31%

Supplemental Data

Net assets, end of period (in millions)

$ 615

$ 520

$ 424

$ 291

$ 120

$ 42

Portfolio turnover rate F

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

F Amounts do not include the portfolio activity of the affiliated central fund.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2006 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

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

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

The Fund may invest in fixed-income Central Investment Portfolios (CIPs), referred to as the Central Funds, and affiliated money market central funds (Money Market Central Funds), which are open-end investment companies available to investment companies and other accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Funds, which are also consistently followed by the Central Funds:

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotations are readily available, 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. 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.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Security Valuation - continued

published prices for the same securities. Investments in open-end mutual funds, including the 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.

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

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

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

Investment Transactions and Income. Security transactions, including the Fund's investment activity in the Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. 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 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. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

Semiannual Report

1. Significant Accounting Policies - continued

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.

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

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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

Book-tax differences are primarily due to short-term capital gains, foreign currency transactions, certain foreign taxes, prior period premium and discount on debt securities, defaulted bonds, market discount, partnerships, non-taxable dividends, deferred trustees compensation, financing transactions, and losses deferred due to wash sales and excise tax regulations.

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

Unrealized appreciation

$ 79,109

Unrealized depreciation

(78,616)

Net unrealized appreciation (depreciation)

$ 493

Cost for federal income tax purposes

$ 3,947,321

New Accounting Pronouncement. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48) was issued and is effective for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets and results of operations.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts 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.

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

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

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

Semiannual Report

2. Operating Policies - continued

Mortgage Dollar Rolls. To earn additional income, the Fund may employ trading strategies which involve the sale and simultaneous agreement to repurchase similar securities ("mortgage dollar rolls") or the purchase and simultaneous agreement to sell similar securities ("reverse mortgage dollar rolls"). The securities traded are mortgage securities and bear the same interest rate but may be collateralized by different pools of mortgages. During the period between the sale and repurchase in a mortgage dollar roll transaction, a fund will not be entitled to receive interest and principal payments on the securities sold but will invest the proceeds of the sale in other securities which may enhance the yield and total return. In addition, the difference between the sale price and the future purchase price is recorded as an adjustment to investment income. During the period between the purchase and subsequent sale in a reverse mortgage dollar roll transaction a fund is entitled to interest and principal payments on the securities purchased. The price differential between the purchase and sale is recorded as an adjustment to investment income. Losses may arise due to changes in the value of the securities or if the counterparty does not perform under the terms of the agreement. If the counterparty files for bankruptcy or becomes insolvent, a fund's right to repurchase or sell securities may be limited.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $1,484,606 and $1,151,206, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged ..12% 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 .57% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. 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,

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

4. 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

0%

.15%

$ 532

$ 16

Class T

0%

.25%

1,963

100

Class B

.65%

.25%

1,517

1,099

Class C

.75%

.25%

2,814

892

$ 6,826

$ 2,107

Sales Load. FDC receives a front-end sales charge of up to 4.75% 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 (.25% prior to February 24, 2006) 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

$ 388

Class T

110

Class B*

397

Class C*

62

$ 957

* 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

Semiannual Report

4. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

paid by each class to FIIOC, were as follows:

Amount

% of
Average
Net Assets

Class A

$ 692

.20*

Class T

1,136

.15*

Class B

395

.24*

Class C

504

.18*

Institutional Class

456

.16*

$ 3,183

* Annualized

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.

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

The Fund may also invest in CIPs managed by FIMM, or Fidelity Management & Research Company Inc. (FMRC), each an affiliate of FMR.

The Floating Rate Central Investment Portfolio seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

The Fund's Schedule of Investments lists the Central Fund as an investment of the Fund but does not include the underlying holdings of the Central Fund. Based on its investment objectives, the Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks, including the risk that a counterparty to one or more of these transactions may be unable or unwilling to comply with the terms of the governing agreement. This may result in a decline in value of the Central Fund and the Fund.

A complete unaudited list of holdings for the Central Fund, as of the Fund's report date, is available upon request or at advisor.fidelity.com. The reports are located just after the Fund's financial statements and quarterly reports but are not part of the financial statements or quarterly reports. In addition, the Central Fund financial statements are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Central Funds do not pay a management fee.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

5. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounts 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.

6. Expense Reductions.

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

The following classes were in reimbursement during the period:

Expense
Limitations

Reimbursement
from adviser

Class B

1.75%

$ 47

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 $23. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class A

$ 3

Class C

1

$ 4

7. Credit Risk.

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

Semiannual Report

8. Other.

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

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
June 30,
2006

Year ended
December 31,
2005

From net investment income

Class A

$ 16,859

$ 24,357

Class T

37,035

53,100

Class B

6,724

13,236

Class C

11,069

18,751

Institutional Class

13,793

22,804

Total

$ 85,480

$ 132,248

From net realized gain

Class A

$ -

$ 6,205

Class T

-

13,720

Class B

-

4,302

Class C

-

6,019

Institutional Class

-

6,009

Total

$ -

$ 36,255

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
June 30,
2006

Year ended
December 31,
2005

Six months ended
June 30,
2006

Year ended
December 31,
2005

Class A

Shares sold

18,599

35,042

$ 214,748

$ 408,757

Reinvestment of distributions

1,183

2,123

13,655

24,731

Shares redeemed

(9,471)

(12,325)

(109,298)

(143,648)

Net increase (decrease)

10,311

24,840

$ 119,105

$ 289,840

Class T

Shares sold

38,505

73,391

$ 444,572

$ 855,542

Reinvestment of distributions

3,007

5,375

34,691

62,638

Shares redeemed

(17,151)

(22,830)

(197,922)

(265,605)

Net increase (decrease)

24,361

55,936

$ 281,341

$ 652,575

Class B

Shares sold

3,087

8,646

$ 35,716

$ 100,980

Reinvestment of distributions

423

1,104

4,895

12,908

Shares redeemed

(4,219)

(6,915)

(48,817)

(80,693)

Net increase (decrease)

(709)

2,835

$ (8,206)

$ 33,195

Class C

Shares sold

9,905

20,463

$ 114,108

$ 238,454

Reinvestment of distributions

679

1,502

7,826

17,494

Shares redeemed

(6,157)

(9,092)

(70,964)

(105,690)

Net increase (decrease)

4,427

12,873

$ 50,970

$ 150,258

Institutional Class

Shares sold

14,604

15,959

$ 169,771

$ 187,439

Reinvestment of distributions

979

2,098

11,381

24,620

Shares redeemed

(6,850)

(8,622)

(79,734)

(101,247)

Net increase (decrease)

8,733

9,435

$ 101,418

$ 110,812

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Strategic Income Fund

On January 19, 2006, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve a general research services agreement (the Agreement) between FMR, FMR Co., Inc. (FMRC), Fidelity Investments Money Management, Inc. (FIMM), and Fidelity Research & Analysis Company (FRAC) (together, the Investment Advisers) for the fund, effective January 20, 2006, pursuant to which FRAC may provide general research and investment advisory support services to FMRC and FIMM. The Board considered that it has approved previously various sub-advisory agreements for the fund with affiliates of FMR that allow FMR to obtain research, non-discretionary advice, or discretionary portfolio management at no additional expense to the fund. The Board, assisted by the advice of fund counsel and independent Trustees' counsel, considered a broad range of information and determined that it would be beneficial for the fund to access the research and investment advisory support services supplied by FRAC at no additional expense to the fund.

The Board reached this determination in part because the new arrangement will involve no changes in (i) the contractual terms of and fees payable under the fund's management contract or sub-advisory agreements; (ii) the investment process or strategies employed in the management of the fund's assets; (iii) the nature or level of services provided under the fund's management contract or sub-advisory agreements; (iv) the day-to-day management of the fund or the persons primarily responsible for such management; or (v) the ultimate control or beneficial ownership of FMR, FMRC, or FIMM. The Board also considered that the establishment of the Agreement would not necessitate prior shareholder approval of the Agreement or result in an assignment and termination of the fund's management contract or sub-advisory agreements under the Investment Company Act of 1940.

Because the Board was approving an arrangement with FRAC under which the fund will not bear any additional management fees or expenses and under which the fund's portfolio manager would not change, it did not consider the fund's investment performance, competitiveness of management fee and total expenses, costs of services and profitability, or economies of scale to be significant factors in its decision.

In connection with its future renewal of the fund's management contract and sub-advisory agreements, the Board will consider: (i) the nature, extent, and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the fund's management fee and total expenses; (iii) the costs of the services and profitability, including 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; and (iv) 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.

Semiannual 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 fund's Agreement is fair and reasonable, and that the fund's Agreement should be approved.

Each year, typically in June, 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 each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual 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 adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2006 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. 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 management fee and total expenses of the fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In determining 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, 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. In addition to evaluating the specific factors noted above, the Board, in reaching its determination, 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.

Semiannual 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 background of the fund's portfolio manager 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 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 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 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 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 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 also considered that Fidelity voluntarily pays for market data out of its own resources.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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 an additional sales charge. The Board noted that, since the last Advisory Contract renewals in June 2005, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) voluntarily entering into contractual arrangements with certain brokers pursuant to which Fidelity pays for research products and services separately out of its own resources, rather than bundling with fund commissions; (iii) launching the Fidelity Advantage Class of its five Spartan stock index funds and three Spartan bond index funds, which is a lower-fee class available to shareholders with higher account balances; (iv) contractually agreeing to impose expense limitations on Fidelity U.S. Bond Index Fund and reducing the fund's initial investment minimum; and (v) offering shareholders of each of the Fidelity Institutional Money Market Funds the privilege of exchanging shares of the fund for shares of other Fidelity funds.

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, 2005, the cumulative total returns of Class C and Institutional Class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Class C and Institutional Class represent the performance of classes with the highest and lowest 12b-1 fees, respectively (not necessarily with the highest and lowest total expenses). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the Lipper 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 Lipper peer group whose performance was equal to or lower than that of the class indicated.

Semiannual Report

Fidelity Advisor Strategic Income Fund



The Board reviewed the fund's relative investment performance against its Lipper peer group and stated that the performance of Institutional Class of the fund was in the second quartile for the one-year period and the first quartile for the three- and five-year periods. The Board also stated that the relative investment performance of Institutional Class of the fund compared favorably to its benchmark for the one- and five-year periods, although the fund's three-year cumulative total return was lower than its benchmark. 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.

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.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" 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. "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 29% means that 71% 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 Advisor Strategic Income Fund



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 2005. 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.

Semiannual Report

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, Class T, Class B, and Institutional Class ranked below its competitive median for 2005, and the total expenses of Class C ranked above its competitive median for 2005. 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.

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.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

PricewaterhouseCoopers LLP (PwC), independent registered 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, including reductions that occur through operation of the transfer agent agreement. The transfer agent fee varies in part based on the number of accounts in the fund. If the number of accounts decreases or the average account size increases, the overall transfer agent fee rate decreases.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower fee rates as total fund assets under FMR's management increase, and for higher fee rates as total fund assets under FMR's management decrease. 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.

Semiannual Report

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Advisory Contracts, the Board requested additional information on several topics, including (i) Fidelity's fund profitability methodology and profitability trends within certain funds; (ii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iii) the total expenses of certain funds and classes relative to competitors; (iv) fund performance trends; and (v) Fidelity's fee structures.

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.

Semiannual Report

Semiannual Report

Semiannual Report

Semiannual Report

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company
(formerly Fidelity Management &
Research (Far East) Inc.)

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Money Management, Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York

New York, NY

SI-USAN-0806
1.787775.103

(Fidelity Investment logo)(registered trademark)

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

Strategic Income
Fund - Institutional Class

Semiannual Report

June 30, 2006

(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 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.

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 www.fidelity.com/proxyvotingresults or visit the Securities and Exchange Commission's (SEC) web site at www.sec.gov. You may also call 1-877-208-0098 to request a free copy of the proxy voting guidelines.

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

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

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

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

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

NOT FDIC INSURED · MAY LOSE VALUE · NO BANK GUARANTEE

Neither the fund nor Fidelity Distributors Corporation is a bank.

Annual Report

Chairman's Message

(photo_of_Edward_C_Johnson_3d)

Dear Shareholder:

Although many securities markets made gains in early 2006, inflation concerns led to mixed results through the year's mid-point. Financial markets are always unpredictable. There are, however, 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

Semiannual Report

Shareholder Expense Example

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

The Example is based on an investment of $1,000 invested at the beginning of the period and held for the entire period (January 1, 2006 to June 30, 2006).

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. In addition, the fund, as a shareholder in the underlying affiliated central fund, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying affiliated central fund. 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. In addition, the fund, as a shareholder in the underlying affiliated central fund, will indirectly bear its pro rata share of the fees and expenses incurred by the underlying affiliated central fund. These fees and expenses are not included in the fund's annualized expense ratio used to calculate the expense estimate in the table below.

Semiannual Report

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

Beginning
Account Value
January 1, 2006

Ending
Account Value
June 30, 2006

Expenses Paid
During Period
*
January 1, 2006
to June 30, 2006

Class A

Actual

$ 1,000.00

$ 1,013.40

$ 4.89

HypotheticalA

$ 1,000.00

$ 1,019.93

$ 4.91

Class T

Actual

$ 1,000.00

$ 1,013.20

$ 5.14

HypotheticalA

$ 1,000.00

$ 1,019.69

$ 5.16

Class B

Actual

$ 1,000.00

$ 1,008.70

$ 8.72

HypotheticalA

$ 1,000.00

$ 1,016.12

$ 8.75

Class C

Actual

$ 1,000.00

$ 1,008.30

$ 9.06

HypotheticalA

$ 1,000.00

$ 1,015.77

$ 9.10

Institutional Class

Actual

$ 1,000.00

$ 1,014.20

$ 4.00

HypotheticalA

$ 1,000.00

$ 1,020.83

$ 4.01

A 5% return per year before expenses

* Expenses are equal to each Class' annualized expense ratio (shown in the table below); multiplied by the average account value over the period, multiplied by 181/365 (to reflect the one-half year period). The fees and expenses of the underlying affiliated central fund in which the fund invests are not included in the fund's annualized expense ratio.

Annualized
Expense Ratio

Class A

.98%

Class T

1.03%

Class B

1.75%

Class C

1.82%

Institutional Class

.80%

Semiannual Report

Investment Changes

Top Five Holdings as of June 30, 2006

(by issuer, excluding cash equivalents)

% of fund's
net assets

% of fund's net assets
6 months ago

U.S. Treasury Obligations

14.6

16.3

Fannie Mae

8.2

6.6

Freddie Mac

3.7

3.5

French Government

2.7

0.2

Japan Government

2.1

1.7

31.3

Top Five Market Sectors as of June 30, 2006

% of fund's
net assets

% of fund's net assets
6 months ago

Consumer Discretionary

10.2

10.9

Telecommunication Services

6.8

7.2

Financials

5.1

5.2

Energy

5.1

4.7

Information Technology

4.4

3.7

Quality Diversification (% of fund's net assets)

As of June 30, 2006

As of December 31, 2005

U.S.Government and U.S.Government
Agency
Obligations 27.0%

U.S.Government and U.S.Government
Agency
Obligations 27.1%

AAA, AA, A 12.5%

AAA, AA, A 11.9%

BBB 4.5%

BBB 5.5%

BB 17.5%

BB 14.6%

B 19.9%

B 21.5%

CCC, CC, C 5.9%

CCC, CC, C 5.9%

Not Rated 2.3%

Not Rated 3.2%

Equities 0.8%

Equities 1.1%

Short-Term
Investments and
Net Other Assets 9.6%

Short-Term
Investments and
Net Other Assets 9.2%



We have used ratings from Moody's® Investors Services, Inc. Where Moody's ratings are not available, we have used S&P® ratings.

The information in the above tables is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central funds.

Asset Allocation (% of fund's net assets)

As of June 30, 2006 *

As of December 31, 2005 **

Corporate Bonds 35.3%

Corporate Bonds 36.6%

U.S. Government and U.S. Government
Agency
Obligations 26.9%

U.S. Government and
U.S. Government
Agency
Obligations 27.1%

Foreign Government
& Government
Agency
Obligations 21.6%

Foreign Government
& Government
Agency
Obligations 20.8%

Floating Rate Loans 5.1%

Floating Rate Loans 4.5%

Stocks 0.8%

Stocks 1.1%

Other Investments 0.7%

Other Investments 0.7%

Short-Term
Investments and
Net Other
Assets *** 9.6%

Short-Term
Investments and
Net Other
Assets **** 9.2%

* Foreign investments

31.4%

** Foreign investments

32.0%

*** Includes short-term
foreign government
obligations of .2%

**** Includes short-term
foreign government
obligations of .3%



The information in the above tables is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central funds.

For an unaudited list of holdings for each fixed-income central fund, visit advisor.fidelity.com.

Semiannual Report

Investments June 30, 2006 (Unaudited)

Showing Percentage of Net Assets

Corporate Bonds - 35.0%

Principal Amount (000s) (l)

Value (Note 1) (000s)

Convertible Bonds - 0.1%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

Liberty Media Corp. (Sprint Corp. PCS Series 1) 3.75% 2/15/30

$ 6,685

$ 3,780

INFORMATION TECHNOLOGY - 0.0%

Semiconductors & Semiconductor Equipment - 0.0%

ON Semiconductor Corp. 0% 4/15/24

450

381

TOTAL CONVERTIBLE BONDS

4,161

Nonconvertible Bonds - 34.9%

CONSUMER DISCRETIONARY - 7.8%

Auto Components - 0.5%

Affinia Group, Inc. 9% 11/30/14

3,475

3,162

Delco Remy International, Inc.:

9.375% 4/15/12

590

327

11% 5/1/09

695

407

Stoneridge, Inc. 11.5% 5/1/12

35

33

Tenneco, Inc. 8.625% 11/15/14

5,980

5,965

TRW Automotive Acquisition Corp.:

9.375% 2/15/13

3,753

4,025

11% 2/15/13

2,988

3,272

United Components, Inc. 9.375% 6/15/13

360

356

Visteon Corp. 7% 3/10/14

2,390

1,960

19,507

Automobiles - 0.0%

Fiat Finance & Trade Ltd. 5.625% 11/15/11

EUR

1,300

1,605

Diversified Consumer Services - 0.1%

Affinion Group, Inc. 11.5% 10/15/15 (f)

840

838

Service Corp. International (SCI):

6.75% 4/1/16

2,800

2,590

8% 6/15/17 (f)(h)

2,420

2,275

5,703

Hotels, Restaurants & Leisure - 2.2%

Carrols Corp. 9% 1/15/13

4,095

4,075

Festival Fun Parks LLC 10.875% 4/15/14 (f)

2,725

2,698

Galaxy Entertainment Finance Co. Ltd.:

9.875% 12/15/12 (f)

1,110

1,157

10.42% 12/15/10 (f)(h)

1,470

1,538

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Hotels, Restaurants & Leisure - continued

Gaylord Entertainment Co.:

6.75% 11/15/14

$ 9,210

$ 8,588

8% 11/15/13

920

929

Herbst Gaming, Inc.:

7% 11/15/14

2,500

2,400

8.125% 6/1/12

835

843

ITT Corp. 7.375% 11/15/15

2,560

2,598

Kerzner International Ltd. 6.75% 10/1/15

7,250

7,567

Landry's Seafood Restaurants, Inc. 7.5% 12/15/14

2,935

2,730

Mandalay Resort Group:

6.375% 12/15/11

4,220

4,035

6.5% 7/31/09

1,995

1,968

MGM MIRAGE:

6% 10/1/09

1,050

1,021

6.625% 7/15/15

3,140

2,936

6.75% 9/1/12

1,310

1,267

6.75% 4/1/13 (f)

2,230

2,144

6.875% 4/1/16 (f)

8,230

7,746

8.5% 9/15/10

435

453

Mohegan Tribal Gaming Authority 6.875% 2/15/15

2,140

2,017

MTR Gaming Group, Inc. 9% 6/1/12 (f)

980

1,000

Penn National Gaming, Inc. 6.75% 3/1/15

1,375

1,286

Scientific Games Corp. 6.25% 12/15/12

660

617

Speedway Motorsports, Inc. 6.75% 6/1/13

3,495

3,408

Starwood Hotels & Resorts Worldwide, Inc.:

7.375% 5/1/07

1,480

1,487

7.875% 5/1/12

985

1,018

Station Casinos, Inc.:

6% 4/1/12

1,790

1,669

6.5% 2/1/14

5,000

4,669

Town Sports International Holdings, Inc. 0% 2/1/14 (d)

5,035

3,990

Universal City Development Partners Ltd./UCDP Finance, Inc. 11.75% 4/1/10

2,555

2,782

Vail Resorts, Inc. 6.75% 2/15/14

5,060

4,858

Virgin River Casino Corp./RBG LLC/B&BB, Inc.:

0% 1/15/13 (d)

1,070

728

9% 1/15/12

575

587

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Hotels, Restaurants & Leisure - continued

Waterford Gaming LLC/Waterford Gaming Finance Corp. 8.625% 9/15/12 (f)

$ 472

$ 500

Wheeling Island Gaming, Inc. 10.125% 12/15/09

735

760

88,069

Household Durables - 0.5%

D.R. Horton, Inc. 7.875% 8/15/11

170

178

Fortune Brands, Inc. 4% 1/30/13

EUR

1,100

1,330

Goodman Global Holdings, Inc. 8.3294% 6/15/12 (h)

3,082

3,101

K. Hovnanian Enterprises, Inc.:

6% 1/15/10

730

683

6.25% 1/15/15

1,120

983

7.75% 5/15/13

5,070

4,639

Kimball Hill, Inc. 10.5% 12/15/12

2,210

2,055

Meritage Homes Corp. 6.25% 3/15/15

1,790

1,504

Technical Olympic USA, Inc.:

7.5% 1/15/15

2,535

2,117

10.375% 7/1/12

760

730

Urbi, Desarrollos Urbanos, SA de CV 8.5% 4/19/16 (f)

4,285

4,306

21,626

Leisure Equipment & Products - 0.0%

Riddell Bell Holdings, Inc. 8.375% 10/1/12

720

706

Media - 3.6%

AMC Entertainment, Inc. 11% 2/1/16

2,610

2,812

CanWest Media, Inc. 8% 9/15/12

860

866

CCH I Holdings LLC/CCH I Capital Corp. 11.75% 5/15/14

830

527

CCH I LLC/CCH I Capital Corp. 11% 10/1/15

8,148

6,967

Charter Communications Holding II LLC/Charter Communications Holdings II Capital Corp.:

10.25% 9/15/10

6,750

6,558

CSC Holdings, Inc.:

7.25% 4/15/12 (f)(h)

7,060

6,831

7.625% 4/1/11

2,580

2,574

7.625% 7/15/18

22,500

22,275

7.875% 2/15/18

15,015

15,015

EchoStar DBS Corp.:

6.375% 10/1/11

3,705

3,543

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Media - continued

EchoStar DBS Corp.: - continued

6.625% 10/1/14

$ 9,095

$ 8,527

Globo Comunicacoes e Participacoes SA:

(Reg. S) 7.375% 10/20/11 (e)

8,630

8,619

7.375% 10/20/11 (e)(f)

68

67

Haights Cross Communications, Inc. 12.5% 8/15/11 (d)

1,550

837

Houghton Mifflin Co.:

0% 10/15/13 (d)

5,985

4,938

8.25% 2/1/11

1,905

1,917

9.875% 2/1/13

6,890

7,097

iesy Repository GmbH 10.375% 2/15/15 (f)

2,970

2,822

Liberty Media Corp.:

5.7% 5/15/13

8,315

7,556

8.5% 7/15/29

5,320

5,174

Livent, Inc. yankee 9.375% 10/15/04 (c)

300

9

PanAmSat Corp.:

6.375% 1/15/08

490

486

9% 8/15/14

2,860

2,917

9% 6/15/16 (f)(g)

2,240

2,262

Rainbow National LLC & RNS Co. Corp.:

8.75% 9/1/12 (f)

3,280

3,428

10.375% 9/1/14 (f)

11,090

12,227

Sun Media Corp. Canada 7.625% 2/15/13

635

648

Vertis, Inc.:

10.875% 6/15/09

3,775

3,709

13.5% 12/7/09 (f)

500

415

Videotron Ltee 6.875% 1/15/14

550

523

142,146

Multiline Retail - 0.3%

Marks & Spencer Group PLC 5.125% 11/7/06

EUR

2,000

2,574

Neiman Marcus Group, Inc.:

9% 10/15/15 (f)

4,940

5,144

10.375% 10/15/15 (f)

2,015

2,126

9,844

Specialty Retail - 0.3%

AutoNation, Inc.:

7% 4/15/14 (f)

4,715

4,597

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER DISCRETIONARY - continued

Specialty Retail - continued

AutoNation, Inc.: - continued

7.0447% 4/15/13 (f)(h)

$ 1,000

$ 998

Burlington Coat Factory Warehouse Corp. 11.125% 4/15/14 (f)

4,430

4,297

9,892

Textiles, Apparel & Luxury Goods - 0.3%

AAC Group Holding Corp. 0% 10/1/12 (d)

3,925

3,062

Levi Strauss & Co.:

8.875% 4/1/16 (f)

4,460

4,237

9.75% 1/15/15

3,880

3,899

11,198

TOTAL CONSUMER DISCRETIONARY

310,296

CONSUMER STAPLES - 0.5%

Food & Staples Retailing - 0.2%

Rite Aid Corp.:

6.875% 8/15/13

300

259

6.875% 12/15/28 (f)

2,090

1,536

7.7% 2/15/27

6,510

5,403

7,198

Food Products - 0.3%

Dean Foods Co.:

6.625% 5/15/09

90

90

6.9% 10/15/17

979

918

Hines Nurseries, Inc. 10.25% 10/1/11

370

352

Michael Foods, Inc. 8% 11/15/13

420

413

National Beef Packing Co. LLC/National Beef Finance Corp. 10.5% 8/1/11

900

909

NPI Merger Corp.:

9.23% 10/15/13 (f)(h)

710

723

10.75% 4/15/14 (f)

820

844

Philipp Brothers Chemicals, Inc. 9.875% 6/1/08

1,909

1,909

Reddy Ice Holdings, Inc. 0% 11/1/12 (d)

3,250

2,633

Swift & Co.:

10.125% 10/1/09

915

929

Corporate Bonds - continued

Principal Amount (000s) (l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

CONSUMER STAPLES - continued

Food Products - continued

Swift & Co.: - continued

12.5% 1/1/10

$ 1,400

$ 1,414

Tate & Lyle International Finance PLC 5.75% 10/6/06

EUR

800

1,030

12,164

Household Products - 0.0%

Central Garden & Pet Co. 9.125% 2/1/13

260

265

Personal Products - 0.0%

Elizabeth Arden, Inc. 7.75% 1/15/14

470

461

Tobacco - 0.0%

BAT Holdings BV 4.375% 9/15/14

EUR

1,500

1,837

TOTAL CONSUMER STAPLES

21,925

ENERGY - 4.7%

Energy Equipment & Services - 0.7%

CHC Helicopter Corp. 7.375% 5/1/14

6,185

5,845

Hanover Compressor Co.:

7.5% 4/15/13

530

513

8.625% 12/15/10

490

502

9% 6/1/14

4,260

4,398

Ocean Rig Norway AS 8.375% 7/1/13 (f)

1,020

1,046

Petroliam Nasional BHD (Petronas) 7.625% 10/15/26 (Reg. S)

10,005

11,327

Seabulk International, Inc. 9.5% 8/15/13

3,290

3,635

27,266

Oil, Gas & Consumable Fuels - 4.0%

ANR Pipeline, Inc.:

7.375% 2/15/24

2,165

2,062

8.875% 3/15/10

2,520

2,621

Atlas Pipeline Partners LP/Atlas Pipeline Partners Finance Corp. 8.125% 12/15/15 (f)

4,710

4,710

Chaparral Energy, Inc. 8.5% 12/1/15 (f)

2,530

2,524

Chesapeake Energy Corp.:

6.5% 8/15/17

8,855

8,124

6.875% 11/15/20

4,255

3,936

7% 8/15/14

865

841

7.5% 6/15/14

850

848

7.625% 7/15/13

4,500

4,517

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Colorado Interstate Gas Co. 6.8% 11/15/15

$ 5,320

$ 5,140

El Paso Production Holding Co. 7.75% 6/1/13

4,000

4,040

Encore Acquisition Co. 6.25% 4/15/14

1,500

1,386

Energy Partners Ltd. 8.75% 8/1/10

3,530

3,451

EXCO Resources, Inc. 7.25% 1/15/11

570

537

Forest Oil Corp. 8% 12/15/11

480

491

Gaz Capital SA Luxembourg 7.8% 9/27/10

EUR

1,400

1,965

Grupo TMM SA de CV 10.5% 8/1/07 (f)

1,617

1,625

Harvest Operations Corp. 7.875% 10/15/11

1,170

1,112

Houston Exploration Co. 7% 6/15/13

410

402

InterNorth, Inc. 9.625% 3/15/06 (c)

935

318

Massey Energy Co. 6.875% 12/15/13

2,350

2,186

MOL Hungarian Oil & Gas 3.875% 10/5/15

EUR

700

775

Northwest Pipeline Corp.:

6.625% 12/1/07

285

285

8.125% 3/1/10

400

420

Pan American Energy LLC 7.125% 10/27/09 (f)

2,475

2,438

Pemex Project Funding Master Trust:

5.5% 2/24/25 (f)

EUR

750

875

7.75% 9/28/49

14,614

14,304

8.625% 2/1/22

5,490

6,176

Petrobras Energia SA 9.375% 10/30/13

2,495

2,607

Petrohawk Energy Corp. 9.125% 7/15/13 (f)(g)

6,000

5,970

Petrozuata Finance, Inc.:

7.63% 4/1/09 (f)

3,732

3,704

8.22% 4/1/17 (f)

4,515

4,289

Plains Exploration & Production Co. 8.75% 7/1/12

1,610

1,674

Pogo Producing Co.:

6.875% 10/1/17

4,290

3,947

7.875% 5/1/13 (f)

2,605

2,612

Range Resources Corp. 7.375% 7/15/13

2,190

2,157

Ship Finance International Ltd. 8.5% 12/15/13

7,015

6,734

Southern Star Central Corp. 6.75% 3/1/16 (f)

1,560

1,486

Targa Resources, Inc./Targa Resources Finance Corp. 8.5% 11/1/13 (f)

1,220

1,177

Teekay Shipping Corp. 8.875% 7/15/11

3,330

3,480

Tennessee Gas Pipeline Co.:

7% 10/15/28

550

508

7.5% 4/1/17

7,600

7,676

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Tennessee Gas Pipeline Co.: - continued

7.625% 4/1/37

$ 1,035

$ 996

8.375% 6/15/32

1,155

1,224

Transcontinental Gas Pipe Line Corp.:

7% 8/15/11

330

336

8.875% 7/15/12

1,455

1,608

Venoco, Inc. 8.75% 12/15/11

1,470

1,419

Vintage Petroleum, Inc. 8.25% 5/1/12

1,000

1,058

Williams Co., Inc. Credit Linked Certificate Trust III 6.75% 4/15/09 (f)

1,820

1,804

Williams Companies, Inc.:

6.375% 10/1/10 (f)

7,650

7,440

7.625% 7/15/19

7,152

7,250

7.75% 6/15/31

230

227

7.875% 9/1/21

1,880

1,908

8.75% 3/15/32

1,245

1,355

YPF SA:

10% 11/2/28

4,210

4,805

yankee 9.125% 2/24/09

2,755

2,851

160,411

TOTAL ENERGY

187,677

FINANCIALS - 4.4%

Capital Markets - 0.2%

Bank of Scotland International Australia Ltd. 4.4614% 9/7/06 (h)

CAD

1,500

1,344

E*TRADE Financial Corp. 7.375% 9/15/13

4,570

4,547

Mizuho Capital Investment Europe 1 Ltd. 5.02% (h)

EUR

800

1,004

6,895

Commercial Banks - 1.1%

Australia & New Zealand Banking Group Ltd. 4.6186% 12/29/06 (h)

CAD

1,500

1,344

Banco Nacional de Desenvolvimento Economico e Social 5.727% 6/16/08 (h)

2,915

2,864

Bank of Tokyo-Mitsubishi Ltd. 3.5% 12/16/15 (h)

EUR

1,150

1,419

BIE Bank & Trust Ltd. 16.8% 3/13/07

BRL

5,690

2,644

Commonwealth Bank of Australia 4.4229% 11/28/06 (h)

CAD

1,750

1,568

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

FINANCIALS - continued

Commercial Banks - continued

Dresdner Bank AG 10.375% 8/17/09 (f)

$ 6,340

$ 6,760

European Investment Bank 4% 10/15/37

EUR

2,600

3,050

Kazkommerts International BV 5.125% 3/23/11

EUR

1,750

2,166

Korea Development Bank (Reg.) 0.87% 6/28/10

JPY

600,000

5,065

Kyivstar GSM 7.75% 4/27/12 (Issued by Dresdner Bank AG for Kyivstar GSM) (f)

3,585

3,477

Rabobank Nederland 4.3286% 2/23/07 (h)

CAD

250

224

Shinsei Bank Ltd. 3.75% 2/23/16 (h)

EUR

1,250

1,537

Standard Chartered Bank PLC 3.625% 2/3/17 (e)

EUR

385

471

Sumitomo Mitsui Banking Corp. (Reg. S) 4.375% 10/15/49 (h)

EUR

2,000

2,406

UBS Luxembourg SA 8% 2/11/10

3,200

3,188

Vimpel Communications 10% 6/16/09 (Issued by UBS Luxembourg SA for Vimpel Communications)

6,185

6,525

44,708

Consumer Finance - 1.3%

Ford Credit Europe PLC 4.061% 9/30/09 (h)

EUR

1,500

1,741

Ford Motor Credit Co. 6.625% 6/16/08

7,650

7,281

General Motors Acceptance Corp.:

6% 10/16/06

EUR

2,000

2,558

6.75% 12/1/14

9,520

8,758

6.875% 9/15/11

5,190

4,943

6.875% 8/28/12

6,460

6,086

8% 11/1/31

19,175

18,264

49,631

Diversified Financial Services - 0.6%

Canada Housing Trust No. 1 4.65% 9/15/09

CAD

16,600

14,904

CCO Holdings LLC/CCO Holdings Capital Corp. 8.75% 11/15/13

955

925

Citigroup, Inc. 4.25% 2/25/30 (h)

EUR

1,500

1,715

Global Cash Access LLC/Global Cash Access Finance Corp. 8.75% 3/15/12

2,056

2,167

MUFG Capital Finance 2 Ltd. 4.85% (h)

EUR

1,300

1,580

MUFG Capital Finance 3 Ltd. 2.68% (h)

JPY

150,000

1,269

Red Arrow International Leasing 8.375% 6/30/12

RUB

33,077

1,254

23,814

Insurance - 0.2%

Amlin PLC 6.5% 12/19/26 (h)

GBP

1,000

1,768

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

FINANCIALS - continued

Insurance - continued

Brit Insurance Holdings PLC 6.625% 12/9/30 (h)

GBP

500

$ 885

Eureko BV 5.125% (h)

EUR

1,500

1,891

Fukoku Mutual Life Insurance Co. 4.5% 9/28/25 (h)

EUR

1,200

1,432

Wuerttembergische Lebens AG 5.375% 6/1/26 (h)

EUR

800

986

6,962

Real Estate Investment Trusts - 0.4%

BF Saul REIT 7.5% 3/1/14

$ 3,400

3,451

Rouse Co. LP/TRC, Inc. 6.75% 5/1/13 (f)

6,640

6,492

Senior Housing Properties Trust:

7.875% 4/15/15

2,641

2,681

8.625% 1/15/12

4,370

4,632

17,256

Real Estate Management & Development - 0.2%

American Real Estate Partners/American Real Estate Finance Corp.:

7.125% 2/15/13

3,630

3,489

8.125% 6/1/12

4,955

4,992

8,481

Thrifts & Mortgage Finance - 0.4%

Residential Capital Corp.:

6.375% 6/30/10

6,985

6,890

6.875% 6/30/15

3,885

3,881

6.8983% 4/17/09 (f)(h)

6,640

6,615

17,386

TOTAL FINANCIALS

175,133

HEALTH CARE - 0.9%

Health Care Providers & Services - 0.6%

AmeriPath, Inc. 10.5% 4/1/13

2,805

2,938

CRC Health Group, Inc. 10.75% 2/1/16 (f)

1,880

1,913

Fresenius Medical Care Capital Trust IV 7.875% 6/15/11

1,000

1,010

HCA, Inc.:

5.75% 3/15/14

745

665

6.75% 7/15/13

5,015

4,795

LifeCare Holdings, Inc. 9.25% 8/15/13

2,215

1,551

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

HEALTH CARE - continued

Health Care Providers & Services - continued

Psychiatric Solutions, Inc. 10.625% 6/15/13

$ 197

$ 218

Rural/Metro Corp. 9.875% 3/15/15

1,355

1,396

Skilled Healthcare Group, Inc. 11% 1/15/14 (f)

5,480

5,809

Team Finance LLC/Health Finance Corp. 11.25% 12/1/13

3,040

3,101

U.S. Oncology, Inc. 9% 8/15/12

1,300

1,349

24,745

Life Sciences Tools & Services - 0.1%

Bio-Rad Laboratories, Inc. 7.5% 8/15/13

1,770

1,788

Polypore, Inc. 8.75% 5/15/12

1,675

1,587

3,375

Pharmaceuticals - 0.2%

Elan Finance PLC/Elan Finance Corp. 7.75% 11/15/11

1,585

1,518

Leiner Health Products, Inc. 11% 6/1/12

1,885

1,781

VWR International, Inc.:

6.875% 4/15/12

115

109

8% 4/15/14

3,647

3,556

6,964

TOTAL HEALTH CARE

35,084

INDUSTRIALS - 2.2%

Aerospace & Defense - 0.1%

Hexcel Corp. 6.75% 2/1/15

2,350

2,280

Orbimage Holdings, Inc. 14.2% 7/1/12 (f)(h)

1,720

1,862

4,142

Airlines - 0.4%

Continental Airlines, Inc. pass thru trust certificates:

6.748% 9/15/18

88

83

6.9% 7/2/18

661

625

8.312% 10/2/12

470

454

8.388% 5/1/22

784

760

9.798% 4/1/21

2,765

2,882

Delta Air Lines, Inc.:

7.9% 12/15/09 (c)

12,630

3,648

8.3% 12/15/29 (c)

1,900

551

10% 8/15/08 (c)

750

203

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

INDUSTRIALS - continued

Airlines - continued

Delta Air Lines, Inc. pass thru trust certificates 7.57% 11/18/10

$ 1,280

$ 1,285

Northwest Airlines Corp. 10% 2/1/09 (c)

1,465

703

Northwest Airlines, Inc.:

7.875% 3/15/08 (c)

1,065

535

8.875% 6/1/06 (c)

1,355

650

10.5% 4/1/09 (c)

173

69

Northwest Airlines, Inc. pass thru trust certificates:

7.248% 7/2/14

487

149

7.95% 9/1/16

23

23

8.07% 1/2/15

1,320

1,281

NWA Trust 10.23% 6/21/14

239

229

14,130

Building Products - 0.0%

ACIH, Inc. 0% 12/15/12 (d)(f)

300

238

NTK Holdings, Inc. 0% 3/1/14 (d)

410

296

534

Commercial Services & Supplies - 0.3%

ALH Finance LLC/ALH Finance Corp. 8.5% 1/15/13

160

154

Allied Security Escrow Corp. 11.375% 7/15/11

2,255

2,190

Allied Waste North America, Inc.:

6.5% 11/15/10

830

799

7.125% 5/15/16 (f)

3,240

3,062

Browning-Ferris Industries, Inc.:

7.4% 9/15/35

1,640

1,443

9.25% 5/1/21

680

694

FTI Consulting, Inc. 7.625% 6/15/13

720

727

Mac-Gray Corp. 7.625% 8/15/15

680

683

R.H. Donnelley Finance Corp. I 10.875% 12/15/12 (f)

550

603

Williams Scotsman, Inc. 8.5% 10/1/15

2,850

2,814

13,169

Construction & Engineering - 0.0%

Blount, Inc. 8.875% 8/1/12

1,250

1,256

Electrical Equipment - 0.2%

General Cable Corp. 9.5% 11/15/10

3,055

3,192

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

INDUSTRIALS - continued

Electrical Equipment - continued

Polypore, Inc. 0% 10/1/12 (d)

$ 5,840

$ 3,884

Sensus Metering Systems, Inc. 8.625% 12/15/13

900

878

7,954

Machinery - 0.1%

Chart Industries, Inc. 9.125% 10/15/15 (f)

1,160

1,189

Cummins, Inc. 7.125% 3/1/28

2,250

2,133

Invensys PLC 9.875% 3/15/11 (f)

295

320

3,642

Marine - 0.3%

American Commercial Lines LLC/ACL Finance Corp. 9.5% 2/15/15

539

590

H-Lines Finance Holding Corp. 0% 4/1/13 (d)

1,424

1,225

OMI Corp. 7.625% 12/1/13

6,125

6,110

Ultrapetrol Bahamas Ltd. 9% 11/24/14

1,795

1,616

9,541

Road & Rail - 0.5%

Avis Budget Car Rental LLC/Avis Budget Finance, Inc.:

7.576% 5/15/14 (f)(h)

510

511

7.625% 5/15/14 (f)

1,340

1,307

7.75% 5/15/16 (f)

1,280

1,245

Hertz Corp. 8.875% 1/1/14 (f)

3,820

3,916

Kansas City Southern Railway Co.:

7.5% 6/15/09

3,165

3,181

9.5% 10/1/08

1,350

1,411

TFM SA de CV:

9.375% 5/1/12

6,450

6,837

yankee 10.25% 6/15/07

865

891

19,299

Trading Companies & Distributors - 0.3%

Ahern Rentals, Inc. 9.25% 8/15/13

550

556

Ashtead Holdings PLC 8.625% 8/1/15 (f)

1,190

1,211

Neff Rent LLC/Neff Finance Corp. 11.25% 6/15/12 (f)

9,840

10,578

12,345

TOTAL INDUSTRIALS

86,012

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

INFORMATION TECHNOLOGY - 3.8%

Communications Equipment - 0.9%

Hughes Network Systems LLC / HNS Finance Corp. 9.5% 4/15/14 (f)

$ 6,290

$ 6,227

L-3 Communications Corp. 6.375% 10/15/15

3,840

3,667

Lucent Technologies, Inc.:

6.45% 3/15/29

12,535

10,592

6.5% 1/15/28

3,740

3,160

Nortel Networks Corp.:

9.7581% 7/15/11 (f)(h)

3,760

3,826

10.125% 7/15/13 (f)

3,730

3,795

10.75% 7/15/16 (f)

3,760

3,863

35,130

Electronic Equipment & Instruments - 0.3%

Altra Industrial Motion, Inc. 9% 12/1/11

970

970

Celestica, Inc. 7.875% 7/1/11

12,340

12,001

12,971

IT Services - 0.8%

Iron Mountain, Inc.:

6.625% 1/1/16

10,955

9,777

7.75% 1/15/15

4,830

4,637

8.25% 7/1/11

535

532

8.625% 4/1/13

2,900

2,915

SunGard Data Systems, Inc.:

9.125% 8/15/13 (f)

5,280

5,498

9.4306% 8/15/13 (f)(h)

2,830

2,972

10.25% 8/15/15 (f)

6,955

7,233

33,564

Office Electronics - 0.9%

Xerox Capital Trust I 8% 2/1/27

4,585

4,631

Xerox Corp.:

6.4% 3/15/16

8,000

7,560

6.875% 8/15/11

3,240

3,208

7.125% 6/15/10

3,720

3,753

7.2% 4/1/16

3,345

3,320

7.625% 6/15/13

12,425

12,518

34,990

Semiconductors & Semiconductor Equipment - 0.8%

Amkor Technology, Inc. 9.25% 6/1/16

2,955

2,792

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

INFORMATION TECHNOLOGY - continued

Semiconductors & Semiconductor Equipment - continued

Avago Technologies Finance Ltd.:

10.7306% 6/1/13 (f)(h)

$ 4,560

$ 4,777

11.875% 12/1/15 (f)

5,150

5,588

Freescale Semiconductor, Inc. 7.125% 7/15/14

11,740

11,857

New ASAT Finance Ltd. 9.25% 2/1/11

2,100

1,743

Viasystems, Inc. 10.5% 1/15/11

4,065

4,024

30,781

Software - 0.1%

SERENA Software, Inc. 10.375% 3/15/16 (f)

4,105

4,146

TOTAL INFORMATION TECHNOLOGY

151,582

MATERIALS - 3.0%

Chemicals - 0.8%

America Rock Salt Co. LLC 9.5% 3/15/14

3,940

3,979

BCP Crystal U.S. Holdings Corp. 9.625% 6/15/14

8,045

8,729

Braskem SA:

(Reg. S) 11.75% 1/22/14

1,185

1,333

11.75% 1/22/14 (f)

325

366

Crystal US Holding 3 LLC/Crystal US Sub 3 Corp.:

Series A, 0% 10/1/14 (d)

1,380

1,083

Series B, 0% 10/1/14 (d)

12,655

9,808

Huntsman LLC 11.625% 10/15/10

466

516

JohnsonDiversey Holdings, Inc. 0% 5/15/13 (d)

6,095

5,257

Lyondell Chemical Co. 11.125% 7/15/12

930

1,011

Phibro Animal Health Corp. 13% 12/1/07 unit

1,575

1,638

33,720

Construction Materials - 0.0%

Texas Industries, Inc. 7.25% 7/15/13

630

628

Containers & Packaging - 0.5%

AEP Industries, Inc. 7.875% 3/15/13

640

627

BWAY Corp. 10% 10/15/10

1,175

1,237

Constar International, Inc. 11% 12/1/12

2,085

1,564

Crown Cork & Seal Finance PLC yankee 7% 12/15/06

830

832

Crown Cork & Seal, Inc.:

7.375% 12/15/26

355

310

7.5% 12/15/96

3,685

2,893

8% 4/15/23

2,980

2,757

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

MATERIALS - continued

Containers & Packaging - continued

Owens-Brockway Glass Container, Inc.:

6.75% 12/1/14

$ 895

$ 828

7.75% 5/15/11

320

322

8.25% 5/15/13

3,390

3,407

8.75% 11/15/12

2,325

2,418

8.875% 2/15/09

1,170

1,199

Sealed Air Finance 5.625% 7/19/06

EUR

250

320

Tekni-Plex, Inc. 10.875% 8/15/12 (f)

980

1,068

19,782

Metals & Mining - 1.5%

AK Steel Corp. 7.75% 6/15/12

3,055

2,994

Compass Minerals International, Inc.:

0% 12/15/12 (d)

1,330

1,267

0% 6/1/13 (d)

2,260

2,062

CSN Islands VIII Corp. 9.75% 12/16/13 (f)

5,830

6,209

CSN Islands X Corp. (Reg. S) 9.5% 7/14/49

5,795

5,752

Edgen Acquisition Corp. 9.875% 2/1/11

1,340

1,327

Evraz Securities SA 10.875% 8/3/09

6,600

7,128

Freeport-McMoRan Copper & Gold, Inc.:

6.875% 2/1/14

4,200

4,043

10.125% 2/1/10

740

781

Gerdau AmeriSteel Corp./GUSAP Partners 10.375% 7/15/11

1,335

1,442

Gerdau SA 8.875% (f)

2,590

2,525

International Steel Group, Inc. 6.5% 4/15/14

10,550

9,996

Ispat Inland ULC 9.75% 4/1/14

932

1,025

Norilsk Nickel Finance Luxembourg SA 7.125% 9/30/09

4,570

4,547

RathGibson, Inc. 11.25% 2/15/14 (f)

5,905

6,023

Steel Dynamics, Inc.:

9.5% 3/15/09

2,155

2,242

59,363

Paper & Forest Products - 0.2%

Georgia-Pacific Corp. 8% 1/15/24

1,125

1,080

Millar Western Forest Products Ltd. 7.75% 11/15/13

1,835

1,404

NewPage Corp.:

10.93% 5/1/12 (h)

1,770

1,929

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

MATERIALS - continued

Paper & Forest Products - continued

NewPage Corp.: - continued

12% 5/1/13

$ 1,930

$ 1,998

P.H. Glatfelter Co. 7.125% 5/1/16 (f)

550

542

6,953

TOTAL MATERIALS

120,446

TELECOMMUNICATION SERVICES - 6.3%

Diversified Telecommunication Services - 3.9%

AT&T Corp. 7.75% 11/21/06 (h)

EUR

1,250

1,613

Citizens Communications Co. 9% 8/15/31

6,725

6,826

Embarq Corp.:

6.738% 6/1/13

2,509

2,501

7.082% 6/1/16

1,116

1,110

7.995% 6/1/36

8,700

8,744

Empresa Brasileira de Telecomm SA 11% 12/15/08

4,046

4,390

Eschelon Operating Co. 8.375% 3/15/10

2,196

2,092

Level 3 Financing, Inc.:

11.4238% 3/15/11 (f)(h)

3,050

3,119

12.25% 3/15/13 (f)

9,580

10,179

Mobifon Holdings BV 12.5% 7/31/10

7,225

8,092

New Skies Satellites BV:

9.125% 11/1/12

3,145

3,326

10.4144% 11/1/11 (h)

750

774

Nordic Telephone Co. Holdings Aps 8.875% 5/1/16 (f)

1,830

1,857

NTL Cable PLC 8.75% 4/15/14

6,865

6,796

PanAmSat Holding Corp. 0% 11/1/14 (d)

5,375

3,924

Qwest Capital Funding, Inc.:

7.625% 8/3/21

370

346

7.75% 2/15/31

370

346

Qwest Corp.:

7.875% 9/1/11

2,980

2,995

8.5794% 6/15/13 (h)

9,470

10,015

8.875% 3/15/12

25,740

27,156

Telecom Egypt SAE:

10.7% 2/4/10 (h)

EGP

3,565

612

10.95% 2/4/10

EGP

3,565

635

Telefonica de Argentina SA 9.125% 11/7/10

5,952

6,041

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

TELECOMMUNICATION SERVICES - continued

Diversified Telecommunication Services - continued

Telenet Group Holding NV 0% 6/15/14 (d)(f)

$ 10,537

$ 8,930

U.S. West Capital Funding, Inc.:

6.5% 11/15/18

285

251

6.875% 7/15/28

1,855

1,595

U.S. West Communications:

6.875% 9/15/33

13,988

12,100

7.125% 11/15/43

220

196

7.2% 11/10/26

3,115

2,905

7.25% 9/15/25

1,780

1,655

7.25% 10/15/35

3,210

2,921

7.5% 6/15/23

1,880

1,777

8.875% 6/1/31

340

347

Wind Acquisition Finance SA 10.75% 12/1/15 (f)

3,720

3,943

Windstream Corp. 8.625% 8/1/16 (f)(g)

4,120

4,202

154,311

Wireless Telecommunication Services - 2.4%

American Tower Corp. 7.125% 10/15/12

10,745

10,987

Centennial Cellular Operating Co./Centennial Communications Corp. 10.125% 6/15/13

7,015

7,366

Centennial Communications Corp./Centennial Cellular Operating Co. LLC/Centennial Puerto Rico Operations Corp. 8.125% 2/1/14

2,460

2,386

Digicel Ltd. 9.25% 9/1/12 (f)

1,880

1,936

Inmarsat Finance PLC 7.625% 6/30/12

414

424

Intelsat Ltd.:

6.5% 11/1/13

4,545

3,483

7.625% 4/15/12

8,785

7,434

9.25% 6/15/16 (f)(g)

2,240

2,310

11.25% 6/15/16 (f)(g)

5,990

6,125

Intelsat Subsidiary Holding Co. Ltd. 9.6138% 1/15/12 (h)

4,860

4,921

Millicom International Cellular SA 10% 12/1/13

5,695

6,321

Mobile Telesystems Finance SA 8.375% 10/14/10 (f)

10,795

10,782

Nextel Communications, Inc.:

5.95% 3/15/14

1,150

1,121

6.875% 10/31/13

6,365

6,556

7.375% 8/1/15

15,530

15,978

Rogers Communications, Inc. 8.4544% 12/15/10 (h)

1,740

1,788

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

TELECOMMUNICATION SERVICES - continued

Wireless Telecommunication Services - continued

Telecom Personal SA 9.25% 12/22/10 (f)

$ 5,590

$ 5,534

UbiquiTel Operating Co. 9.875% 3/1/11

1,705

1,854

97,306

TOTAL TELECOMMUNICATION SERVICES

251,617

UTILITIES - 1.3%

Electric Utilities - 0.4%

AES Gener SA 7.5% 3/25/14

3,410

3,419

Chivor SA E.S.P. 9.75% 12/30/14 (f)

3,255

3,499

Edison Mission Energy:

7.5% 6/15/13 (f)

3,710

3,617

7.75% 6/15/16 (f)

3,710

3,613

MSW Energy Holdings II LLC/MSW Finance Co. II, Inc. 7.375% 9/1/10

1,170

1,170

15,318

Gas Utilities - 0.7%

AmeriGas Partners LP/AmeriGas Eagle Finance Corp. 7.125% 5/20/16

6,000

5,768

Dynegy Holdings, Inc. 8.375% 5/1/16 (f)

2,090

2,059

Southern Natural Gas Co.:

7.35% 2/15/31

7,350

6,983

8% 3/1/32

4,170

4,358

8.875% 3/15/10

2,600

2,704

Transportadora de Gas del Sur SA (Reg. S) 6.5% 12/15/10 (e)

6,022

5,812

27,684

Independent Power Producers & Energy Traders - 0.1%

Enron Corp.:

6.4% 7/15/06 (c)

545

185

6.625% 11/15/05 (c)

2,200

748

6.725% 11/17/08 (c)(h)

684

227

6.75% 8/1/09 (c)

550

187

6.875% 10/15/07 (c)

1,330

452

6.95% 7/15/28 (c)

1,204

400

7.125% 5/15/07 (c)

235

80

7.375% 5/15/19 (c)

1,400

476

7.875% 6/15/03 (c)

235

80

Corporate Bonds - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Nonconvertible Bonds - continued

UTILITIES - continued

Independent Power Producers & Energy Traders - continued

Enron Corp.: - continued

8.375% 5/23/05 (c)

$ 2,500

$ 838

9.125% 4/1/03 (c)

50

17

9.875% 6/15/03 (c)

220

75

Tenaska Alabama Partners LP 7% 6/30/21 (f)

1,148

1,114

4,879

Multi-Utilities - 0.1%

Aquila, Inc. 14.875% 7/1/12

1,615

2,136

TECO Energy, Inc. 6.75% 5/1/15

1,020

1,020

Utilicorp United, Inc. 9.95% 2/1/11 (h)

39

43

3,199

TOTAL UTILITIES

51,080

TOTAL NONCONVERTIBLE BONDS

1,390,852

TOTAL CORPORATE BONDS

(Cost $1,399,117)

1,395,013

U.S. Government and Government Agency Obligations - 24.4%

U.S. Government Agency Obligations - 9.8%

Fannie Mae:

3.25% 1/15/08

58,580

56,677

3.25% 2/15/09

6,040

5,720

4.25% 5/15/09

9,450

9,157

4.5% 10/15/08

16,934

16,599

4.625% 1/15/08

13,254

13,086

4.625% 10/15/13

248

235

4.75% 12/15/10

83,058

80,692

4.875% 4/15/09

43,850

43,203

5.125% 1/2/14

1,380

1,324

6.125% 3/15/12

900

927

6.25% 2/1/11

380

389

6.375% 6/15/09

16,590

17,002

Federal Home Loan Bank:

4.5% 10/14/08

5,975

5,854

5.8% 9/2/08

1,680

1,687

U.S. Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

U.S. Government Agency Obligations - continued

Freddie Mac:

4% 8/17/07

$ 521

$ 512

4.125% 4/2/07

3,824

3,785

4.125% 10/18/10

65,000

61,637

4.25% 7/15/09

22,489

21,754

4.875% 2/17/09

9,051

8,932

4.875% 11/15/13

4,100

3,945

5.125% 4/18/08

14,000

13,914

5.25% 7/18/11

18,440

18,237

Private Export Funding Corp.:

secured 5.685% 5/15/12

1,285

1,295

4.974% 8/15/13

1,515

1,462

Small Business Administration guaranteed development participation certificates Series 2003 P10B, 5.136% 8/10/13

1,518

1,468

TOTAL U.S. GOVERNMENT AGENCY OBLIGATIONS

389,493

U.S. Treasury Inflation Protected Obligations - 3.6%

U.S. Treasury Inflation-Indexed Notes:

0.875% 4/15/10

22,862

21,567

1.875% 7/15/13

50,661

48,666

2% 1/15/14

22,567

21,781

2.375% 4/15/11

51,760

51,553

TOTAL U.S. TREASURY INFLATION PROTECTED OBLIGATIONS

143,567

U.S. Treasury Obligations - 11.0%

U.S. Treasury Bonds 6.125% 8/15/29

82,650

91,896

U.S. Treasury Notes:

3.75% 5/15/08

97,629

95,149

4% 3/15/10

4,715

4,540

4.25% 11/15/13

7,930

7,504

4.25% 8/15/14

67,500

63,569

4.25% 11/15/14

40,920

38,484

4.25% 8/15/15

10,000

9,357

4.5% 2/15/09

50,000

49,209

U.S. Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

U.S. Treasury Obligations - continued

U.S. Treasury Notes: - continued

4.5% 11/15/15

$ 30,500

$ 29,051

4.75% 5/15/14

50,662

49,421

TOTAL U.S. TREASURY OBLIGATIONS

438,180

TOTAL U.S. GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $999,922)

971,240

U.S. Government Agency - Mortgage Securities - 1.5%

Fannie Mae - 1.4%

4% 5/1/19

35

32

4.5% 12/1/18

6,781

6,437

4.614% 7/1/34 (h)

5,279

5,228

4.761% 11/1/33 (h)

4,021

3,968

4.782% 6/1/35 (h)

1,907

1,864

4.882% 7/1/34 (h)

1,906

1,877

4.895% 11/1/35 (h)

2,708

2,679

5% 3/1/18 to 7/1/35

5,080

4,880

5.035% 5/1/35 (h)

3,589

3,531

5.5% 5/1/11 to 11/1/35

21,431

21,055

5.916% 1/1/36 (h)

548

546

6% 8/1/13 to 1/1/26

99

99

6.5% 6/1/24 to 3/1/35

1,778

1,793

7% 9/1/25

5

5

7.5% 1/1/28

86

90

TOTAL FANNIE MAE

54,084

Freddie Mac - 0.1%

4.704% 9/1/35 (h)

5,600

5,501

8.5% 3/1/20

23

25

TOTAL FREDDIE MAC

5,526

Government National Mortgage Association - 0.0%

6% 1/15/09 to 5/15/09

49

50

6.5% 4/15/26 to 5/15/26

50

51

7% 9/15/25 to 8/15/31

118

122

U.S. Government Agency - Mortgage Securities - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Government National Mortgage Association - continued

7.5% 2/15/22 to 8/15/28

$ 221

$ 230

8% 9/15/26 to 12/15/26

34

35

TOTAL GOVERNMENT NATIONAL MORTGAGE ASSOCIATION

488

TOTAL U.S. GOVERNMENT AGENCY - MORTGAGE SECURITIES

(Cost $61,629)

60,098

Asset-Backed Securities - 0.2%

Affinity PLC Series 2002-A CLass C, 6.57% 5/15/09 (h)

GBP

790

1,468

Driver One GmbH Series 1 Class B, 3.106% 5/21/10 (h)

EUR

360

461

Greene King Finance PLC Series A1, 5.1141% 6/15/31 (h)

GBP

1,000

1,850

Lambda Finance BV Series 2005-1X Class C1, 5.79% 11/15/29 (h)

GBP

500

928

Punch Taverns Finance PLC 4.9469% 4/15/09 (h)

GBP

618

1,144

Sedna Finance Corp.:

3.605% 12/23/14 (h)

EUR

500

640

3.709% 3/15/16 (h)

EUR

1,150

1,476

Unique Public Finance Co. PLC Series A4, 5.659% 6/30/27

GBP

60

114

TOTAL ASSET-BACKED SECURITIES

(Cost $7,847)

8,081

Collateralized Mortgage Obligations - 1.2%

Private Sponsor - 0.2%

EPIC PLC Series BROD Class D, 0% 1/22/16 (h)

EUR

400

512

Granite Mortgages PLC 3.139% 1/20/43 (h)

EUR

400

513

Holmes Financing No. 8 PLC floater Series 3 Class C, 3.357% 7/15/40 (h)

EUR

500

644

Lansdowne Mortgage Securities No. 1 PLC:

Series M1, 3.189% 6/15/45 (h)

EUR

850

1,087

Series M2 Class 3M, 3.379% 6/15/45 (h)

EUR

450

576

Collateralized Mortgage Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Private Sponsor - continued

Permanent Financing No. 1 PLC 5.1% 6/10/09 (h)

EUR

400

$ 519

RMAC PLC Series 2005-NS4X Class M2A, 5.25% 12/12/43 (h)

GBP

1,700

3,144

TOTAL PRIVATE SPONSOR

6,995

U.S. Government Agency - 1.0%

Fannie Mae planned amortization class:

Series 2003-24 CLass PB, 4.5% 12/25/12

$ 2,351

2,326

Series 2006-64 Class PA, 5.5% 2/25/30

7,625

7,587

Fannie Mae guaranteed REMIC pass thru certificates:

floater Series 2005-45 Class XA, 5.6625% 6/25/35 (h)

8,493

8,477

planned amortization class:

Series 2006-4 Class PB, 6% 9/25/35

6,570

6,575

Series 2006-49 Class CA, 6% 2/25/31

5,329

5,347

Freddie Mac Multi-class participation certificates guaranteed planned amortization class Series 3013 Class AF, 5.4488% 5/15/35 (h)

9,968

9,933

TOTAL U.S. GOVERNMENT AGENCY

40,245

TOTAL COLLATERALIZED MORTGAGE OBLIGATIONS

(Cost $47,185)

47,240

Commercial Mortgage Securities - 0.2%

Immeo Residential Finance PLC Series 1 Class D, 3.709% 3/15/13 (h)

EUR

415

531

Opera Finance PLC 4.8481% 7/31/13 (h)

GBP

1,000

1,853

Real Estate Capital Foundation Ltd. Series 3 Class A, 4.8006% 7/15/16 (h)

GBP

2,000

3,683

Trafford Centre Finance Ltd. 5.465% 4/28/35 (h)

GBP

556

1,025

TOTAL COMMERCIAL MORTGAGE SECURITIES

(Cost $6,939)

7,092

Foreign Government and Government Agency Obligations - 21.8%

Principal Amount (000s)(l)

Value (Note 1) (000s)

Arab Republic 8.0203% to 9.7504% 8/22/06 to 2/27/07

EGP

13,955

$ 2,330

Argentine Republic:

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

$ 3,054

2,718

par 1.33% 12/31/38 (h)

22,180

7,985

4.889% 8/3/12 (h)

16,647

15,418

7% 3/28/11

7,295

6,753

Austrian Republic 5% 12/20/24 (f)

CAD

2,000

1,765

Banco Central del Uruguay:

Brady par A 6.75% 2/19/21

1,000

995

value recovery A rights 1/2/21 (j)

1,000,000

0

value recovery B rights 1/2/21 (j)

750,000

0

Brazilian Federative Republic:

6% 9/15/13

2,125

2,057

7.375% 2/3/15

EUR

500

681

8% 1/15/18

9,241

9,768

8.75% 2/4/25

5,290

5,793

10.5% 7/14/14

3,800

4,573

11% 8/17/40

24,870

30,864

12.25% 3/6/30

10,050

14,673

12.75% 1/15/20

4,685

6,676

Canadian Government:

4.5% 9/1/07

CAD

5,000

4,480

5.25% 6/1/12

CAD

42,950

39,891

5.5% 6/1/09

CAD

5,500

5,067

5.75% 6/1/29

CAD

6,750

6,977

Central Bank of Nigeria:

Brady 6.25% 11/15/20

4,750

4,714

promissory note 5.092% 1/5/10

2,417

2,272

warrants 11/15/20 (j)

2,750

179

City of Kiev 8.75% 8/8/08

2,800

2,849

Colombian Republic:

11.75% 3/1/10

COP

6,147,000

2,553

12% 10/22/15

COP

6,051,000

2,610

Danish Kingdom 3.125% 10/15/10

EUR

3,000

3,732

Dominican Republic:

Brady 5.7925% 8/30/09 (h)

2,607

2,596

6.1875% 8/30/24 (h)

12,223

11,581

9.5% 9/27/11

5,448

5,775

Ecuador Republic:

9% 8/15/30 (Reg. S) (e)

7,595

7,310

9.375% 12/15/15 (f)

5,950

5,891

Foreign Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Ecuador Republic: - continued

euro par 5% 2/28/25

$ 1,545

$ 1,149

Finnish Government 3.875% 9/15/17

EUR

49,700

62,155

French Government:

3% 1/12/11

EUR

42,000

51,884

3.25% 4/25/16

EUR

47,640

56,949

4% 4/25/55

EUR

750

897

German Federal Republic:

3% 4/11/08

EUR

15,400

19,513

5% 7/4/12

EUR

12,670

17,131

Indonesian Republic:

6.75% 3/10/14

5,875

5,787

7.25% 4/20/15 (f)

2,200

2,211

7.25% 4/20/15

650

653

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

1,165

1,078

Israeli State (guaranteed by U.S. Government through Agency for International Development) 5.5% 9/18/23

4,750

4,714

Italian Republic 4% 2/1/37

EUR

5,500

6,258

Japan Government:

Real Return Bond:

0.49% 7/20/20 (h)

JPY

1,125,000

9,214

1.22% 11/20/20 (h)

JPY

1,300,000

10,924

0.9% 12/22/08

JPY

200,000

1,747

1.4% 3/21/11

JPY

425,000

3,722

1.5% 3/20/14

JPY

4,615,000

39,540

1.8% 3/20/16

JPY

1,267,000

10,974

2.4% 12/20/34

JPY

750,000

6,403

Lebanon, Republic of:

8.5669% 11/30/09 (f)(h)

1,840

1,925

8.5669% 11/30/09 (h)

5,085

5,320

Pakistan International Sukuk Co. Ltd. 6.95% 1/27/10 (h)

4,355

4,420

Panamanian Republic Brady discount 5.5625% 7/17/26 (h)

1,425

1,425

Peruvian Republic:

3% 3/7/27 (e)

900

596

5.875% 3/7/27 (h)

1,470

1,433

7.35% 7/21/25

3,730

3,562

euro Brady past due interest 5% 3/7/17 (h)

9,895

9,548

Philippine Republic:

5.3203% 12/1/09 (h)

745

730

8.25% 1/15/14

5,445

5,649

8.375% 2/15/11

5,530

5,758

Foreign Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Philippine Republic: - continued

8.875% 3/17/15

$ 4,860

$ 5,261

9% 2/15/13

7,480

8,050

9.875% 1/15/19

7,375

8,500

10.625% 3/16/25

3,995

4,954

Republic of Iraq 5.8% 1/15/28 (f)

3,780

2,533

Republic of Serbia 3.75% 11/1/24 (e)(f)

565

470

Russian Federation:

5% 3/31/30 (e)(f)

3,900

4,154

5% 3/31/30 (Reg. S) (e)

35,730

38,052

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

5,820

9,821

euro 10% 6/26/07

3,175

3,290

State of Qatar 9.75% 6/15/30 (Reg. S)

6,005

8,392

Turkish Republic:

0% 4/9/08

TRY

4,245

1,903

11.75% 6/15/10

13,695

15,407

11.875% 1/15/30

13,030

17,786

13.1525% to 16.4124% 6/27/07

TRY

10,485

5,431

Ukraine Government:

(Reg. S) 6.875% 3/4/11

5,925

5,792

8.235% 8/5/09 (h)

11,025

11,549

United Kingdom, Great Britain & Northern Ireland:

4.25% 3/7/11

GBP

13,000

23,509

4.25% 6/7/32

GBP

850

1,536

4.25% 3/7/36

GBP

8,150

14,840

4.75% 6/7/10

GBP

250

461

4.75% 9/7/15

GBP

4,300

7,966

5% 3/7/25

GBP

670

1,309

8% 6/7/21

GBP

7,800

19,555

8.75% 8/25/17

GBP

515

1,284

United Mexican States:

7.5% 4/8/33

8,085

8,590

8.3% 8/15/31

12,535

14,478

11.5% 5/15/26

4,630

6,790

Uruguay Republic 7.5% 3/15/15

1,820

1,756

Venezuelan Republic:

oil recovery rights 4/15/20 (j)

3,260

111

5.375% 8/7/10

3,415

3,239

6% 12/9/20

2,165

1,873

6.09% 4/20/11 (h)

7,350

7,332

7% 12/1/18 (Reg. S)

2,290

2,198

7.65% 4/21/25

3,300

3,284

Foreign Government and Government Agency Obligations - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

Venezuelan Republic: - continued

9.25% 9/15/27

$ 5,125

$ 6,035

10.75% 9/19/13

5,560

6,605

13.625% 8/15/18

5,355

7,631

Vietnamese Socialist Republic Brady par 3.75% 3/12/28 (e)

2,110

1,646

TOTAL FOREIGN GOVERNMENT AND GOVERNMENT AGENCY OBLIGATIONS

(Cost $844,300)

868,168

Common Stocks - 0.7%

Shares

CONSUMER DISCRETIONARY - 0.7%

Auto Components - 0.0%

Intermet Corp. (a)(k)

113,725

1,304

Diversified Consumer Services - 0.1%

Coinmach Service Corp. unit

330,000

5,425

Hotels, Restaurants & Leisure - 0.1%

Centerplate, Inc. unit

165,925

2,223

Media - 0.5%

NTL, Inc.

750,369

18,684

NTL, Inc. warrants 1/13/11

6

0

18,684

TOTAL CONSUMER DISCRETIONARY

27,636

TELECOMMUNICATION SERVICES - 0.0%

Wireless Telecommunication Services - 0.0%

DigitalGlobe, Inc. (a)(f)

895

2

UTILITIES - 0.0%

Electric Utilities - 0.0%

Portland General Electric Co.

10,867

271

TOTAL COMMON STOCKS

(Cost $24,042)

27,909

Preferred Stocks - 0.1%

Shares

Value (Note 1) (000s)

Convertible Preferred Stocks - 0.0%

MATERIALS - 0.0%

Chemicals - 0.0%

Celanese Corp. 4.25%

6,600

$ 201

Nonconvertible Preferred Stocks - 0.1%

CONSUMER DISCRETIONARY - 0.1%

Media - 0.1%

Spanish Broadcasting System, Inc. Class B, 10.75%

1,690

1,821

Specialty Retail - 0.0%

GNC Corp. Series A, 12.00%

1,170

1,404

TOTAL CONSUMER DISCRETIONARY

3,225

HEALTH CARE - 0.0%

Health Care Providers & Services - 0.0%

Fresenius Medical Care Capital Trust II 7.875%

1,260

1,282

TELECOMMUNICATION SERVICES - 0.0%

Diversified Telecommunication Services - 0.0%

PTV, Inc. Series A, 10.00% (a)

119

0

TOTAL NONCONVERTIBLE PREFERRED STOCKS

4,507

TOTAL PREFERRED STOCKS

(Cost $4,312)

4,708

Floating Rate Loans - 3.5%

Principal Amount (000s)(l)

CONSUMER DISCRETIONARY - 0.9%

Auto Components - 0.2%

Dana Corp. term loan 7.65% 4/13/08 (h)

$ 340

340

Goodyear Tire & Rubber Co.:

Tranche 2, term loan 7.9544% 4/30/10 (h)

2,235

2,241

Tranche 3, term loan 8.7044% 3/1/11 (h)

3,550

3,577

Lear Corp. term loan 7.9781% 4/25/12 (h)

2,470

2,451

8,609

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

CONSUMER DISCRETIONARY - continued

Automobiles - 0.1%

AM General LLC:

Tranche B1, term loan 9.6758% 11/1/11 (h)

$ 2,210

$ 2,243

Tranche C2, term loan 14.2088% 5/2/12 (h)

1,300

1,339

3,582

Diversified Consumer Services - 0.0%

Coinmach Corp. Tranche B1, term loan 7.719% 12/19/12 (h)

200

200

Hotels, Restaurants & Leisure - 0.0%

Hilton Head Communications LP Tranche B, term loan 9.5% 3/31/08 (h)

1,800

1,710

Media - 0.3%

Charter Communications Operating LLC Tranche B, term loan 7.755% 4/28/13 (h)

6,242

6,250

CSC Holdings, Inc. Tranche B, term loan 7.0345% 3/29/13 (h)

6,364

6,324

UPC Broadband Holding BV:

Tranche J2, term loan 7.1077% 3/31/13 (h)

525

523

Tranche K2, term loan 7.1077% 12/31/13 (h)

525

523

13,620

Multiline Retail - 0.1%

Neiman Marcus Group, Inc. term loan 7.77% 4/6/13 (h)

2,316

2,334

Specialty Retail - 0.2%

Toys 'R' US, Inc. term loan 8.1091% 12/9/08 (h)

6,110

6,049

TOTAL CONSUMER DISCRETIONARY

36,104

CONSUMER STAPLES - 0.0%

Beverages - 0.0%

Constellation Brands, Inc. Tranche B, term loan 6.7865% 6/5/13 (h)

1,370

1,373

ENERGY - 0.2%

Oil, Gas & Consumable Fuels - 0.2%

Coffeyville Resources LLC:

Credit-Linked Deposit 7.9% 7/8/11 (h)

180

180

Tranche 2, term loan 12.1875% 7/8/13 (h)

2,020

2,060

Tranche B1, term loan 7.9456% 7/8/12 (h)

268

268

Helix Energy Solutions Group, Inc. term loan 7.4973% 5/9/13 (h)

1,370

1,367

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

ENERGY - continued

Oil, Gas & Consumable Fuels - continued

Targa Resources, Inc./Targa Resources Finance Corp.:

Credit-Linked Deposit 7.6238% 10/31/12 (h)

$ 540

$ 545

term loan:

7.3266% 10/31/12 (h)

2,233

2,255

7.4769% 10/31/07 (h)

1,650

1,650

8,325

FINANCIALS - 0.5%

Diversified Financial Services - 0.4%

MGM Holdings II, Inc. Tranche B, term loan 7.7488% 4/8/12 (h)

2,304

2,313

Olympus Cable Holdings LLC Tranche B, term loan 10.25% 9/30/10 (h)

5,220

5,011

The NASDAQ Stock Market, Inc.:

Tranche B, term loan 6.975% 4/18/12 (h)

4,578

4,578

Tranche C, term loan 6.9833% 4/18/12 (h)

2,654

2,654

14,556

Real Estate Investment Trusts - 0.1%

Capital Automotive (REIT) Tranche B, term loan 6.86% 12/16/10 (h)

3,820

3,810

Newkirk Master LP Tranche B, term loan 6.8338% 8/11/08 (h)

139

139

3,949

TOTAL FINANCIALS

18,505

HEALTH CARE - 0.1%

Health Care Providers & Services - 0.1%

DaVita, Inc. Tranche B, term loan 7.1305% 10/5/12 (h)

4,823

4,829

INDUSTRIALS - 0.3%

Airlines - 0.2%

Delta Air Lines, Inc.:

Tranche B, term loan 10.0225% 3/16/08 (h)

250

254

Tranche C, term loan 12.7725% 3/16/08 (h)

4,010

4,130

UAL Corp.:

Tranche B, term loan 8.625% 2/1/12 (h)

3,246

3,283

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

INDUSTRIALS - continued

Airlines - continued

UAL Corp.: - continued

Tranche DD, term loan 9.125% 2/1/12 (h)

$ 464

$ 469

US Airways Group, Inc. term loan 8.9988% 3/31/11 (h)

560

562

8,698

Building Products - 0.0%

Mueller Group, Inc. term loan 7.4655% 10/3/12 (h)

144

144

Commercial Services & Supplies - 0.0%

Allied Waste Industries, Inc.:

term loan 6.7593% 1/15/12 (h)

551

549

Tranche A, Credit-Linked Deposit 6.8464% 1/15/12 (h)

214

213

762

Industrial Conglomerates - 0.0%

Walter Industries, Inc. term loan 7.0638% 10/3/12 (h)

144

144

Machinery - 0.0%

Chart Industries, Inc. Tranche B, term loan 7.1875% 10/17/12 (h)

97

97

Road & Rail - 0.1%

Hertz Corp.:

Credit-Linked Deposit 7.6744% 12/21/12 (h)

143

144

Tranche B, term loan 7.4142% 12/21/12 (h)

1,022

1,025

Tranche DD, term loan 12/21/12 (m)

119

119

1,288

TOTAL INDUSTRIALS

11,133

INFORMATION TECHNOLOGY - 0.5%

Communications Equipment - 0.1%

Nortel Networks Corp. Tranche A, term loan:

7.375% 2/15/07 (h)

4,450

4,444

IT Services - 0.3%

SunGard Data Systems, Inc. Tranche B, term loan 7.66% 2/10/13 (h)

10,801

10,841

Software - 0.1%

Infor Global Solutions AG:

Tranche 1, term loan 7.8% 4/18/11 (h)

2,330

2,327

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

INFORMATION TECHNOLOGY - continued

Software - continued

Infor Global Solutions AG: - continued

Tranche 2, term loan 12.05% 4/18/12 (h)

$ 1,310

$ 1,336

Tranche 2, term loan 12.3% 4/18/12 (h)

2,160

2,198

5,861

TOTAL INFORMATION TECHNOLOGY

21,146

MATERIALS - 0.5%

Chemicals - 0.0%

Solutia, Inc. Tranche B, term loan 8.72% 3/31/07 (h)

210

211

Paper & Forest Products - 0.5%

Georgia-Pacific Corp.:

Tranche 2, term loan 8.3% 12/23/13 (h)

6,390

6,446

Tranche B1, term loan 7.3394% 12/23/12 (h)

11,821

11,806

18,252

TOTAL MATERIALS

18,463

TELECOMMUNICATION SERVICES - 0.4%

Diversified Telecommunication Services - 0.3%

NTL Cable PLC term loan 10.3% 3/3/07 (h)

1,600

1,598

Wind Telecomunicazioni Spa:

Tranche 2, term loan 11.2819% 3/21/15 (h)

2,840

2,954

Tranche B, term loan 7.7819% 9/21/13 (h)

1,420

1,432

Tranche C, term loan 8.2819% 9/21/14 (h)

1,420

1,432

Windstream Corp. term loan 7.26% 7/17/11 (h)

4,510

4,524

11,940

Wireless Telecommunication Services - 0.1%

Crown Castle Operating Co. Tranche B, term loan 7.65% 6/1/14 (h)

2,240

2,251

Leap Wireless International, Inc. Tranche B, term loan 8.2488% 6/16/13 (h)

630

633

2,884

TOTAL TELECOMMUNICATION SERVICES

14,824

Floating Rate Loans - continued

Principal Amount (000s)(l)

Value (Note 1) (000s)

UTILITIES - 0.1%

Independent Power Producers & Energy Traders - 0.1%

NRG Energy, Inc.:

Credit-Linked Deposit 7.4988% 2/1/13 (h)

$ 748

$ 747

term loan 7.2306% 2/1/13 (h)

3,274

3,280

4,027

TOTAL FLOATING RATE LOANS

(Cost $137,845)

138,729

Sovereign Loan Participations - 0.1%

Indonesian Republic loan participation:

- Barclays Bank 6.375% 3/28/13 (h)

194

188

- Citibank 6.375% 3/28/13 (h)

678

658

- Credit Suisse First Boston 6.375% 3/28/13 (h)

3,045

2,954

- Deutsche Bank:

1.204% 3/28/13 (h)

JPY

83,518

690

6.375% 3/28/13 (h)

871

845

TOTAL SOVEREIGN LOAN PARTICIPATIONS

(Cost $4,965)

5,335

Commercial Paper - 0.2%

Ebury Finance Ltd. 2.88% 7/10/06

EUR

500

639

Lake Constance Funding Ltd. 2.88% 7/12/06

EUR

5,000

6,390

TOTAL COMMERCIAL PAPER

(Cost $6,875)

7,029

Fixed-Income Funds - 2.1%

Shares

Fidelity Floating Rate Central Investment Portfolio (i)
(Cost $82,239)

820,098

82,149

Money Market Funds - 8.2%

Shares

Value (Note 1) (000s)

Fidelity Cash Central Fund, 5.11% (b)
(Cost $325,023)

325,022,717

$ 325,023

TOTAL INVESTMENT PORTFOLIO - 99.2%

(Cost $3,952,240)

3,947,814

NET OTHER ASSETS - 0.8%

30,950

NET ASSETS - 100%

$ 3,978,764

Currency Abbreviations

BRL

-

Brazilian real

CAD

-

Canadian dollar

COP

-

Colombian peso

EGP

-

Egyptian pound

EUR

-

European Monetary Unit

GBP

-

British pound

JPY

-

Japanese yen

RUB

-

Russian ruble

TRY

-

New Turkish Lira

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) Non-income producing - Issuer is in default.

(d) Security initially issued in zero coupon form which converts to coupon form at a specified rate and date. The rate shown is the rate at period end.

(e) Security initially issued at one coupon which converts to a higher coupon at a specified date. The rate shown is the rate at period end.

(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 period end, the value of these securities amounted to $333,070,000 or 8.4% of net assets.

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

(h) The coupon rate shown on floating or adjustable rate securities represents the rate at period end.

(i) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. A complete unaudited list of holdings for each fixed-income central fund, as of the investing fund's report date, is available upon request or at advisor.fidelity.com. The reports are located just after the fund's financial statements and quarterly reports but are not part of the financial statements or quarterly reports. In addition, the fixed-income central fund's financial statements are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

(j) Quantity represents share amount.

(k) 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 $1,304,000 or 0.0% of net assets.

Additional information on each holding is as follows:

Security

Acquisition Date

Acquisition Cost (000s)

Intermet Corp.

11/9/05

$ 2,153

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

(m) Position represents an unfunded loan commitment. At period end, the total principal amount and market value of unfunded commitments totaled $119,000 and $119,000, respectively. The interest rate will be determined at time of settlement.

Affiliated Central Funds

Information regarding fiscal year to date income earned by the fund from the affiliated Central funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 5,794

Fidelity Floating Rate Central Investment Portfolio

2,746

Total

$ 8,540

Additional information regarding the fund's fiscal year to date purchases and sales, including the ownership percentage, of the following fixed income Central Funds is as follows:

Fund
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Value,
end of
period

% ownership,
end of
period

Fidelity Floating Rate Central Investment Portfolio

$ 82,231

$ -

$ -

$ 82,149

6.5%

Other Information

Distribution of investments by country of issue, as a percentage of total net assets, is as follows:

United States of America

68.6%

United Kingdom

2.8%

Canada

2.7%

France

2.7%

Brazil

2.4%

Japan

2.2%

Argentina

1.7%

Finland

1.6%

Russia

1.4%

Venezuela

1.4%

Germany

1.3%

Luxembourg

1.3%

Mexico

1.1%

Turkey

1.0%

Others (individually less than 1%)

7.8%

100.0%

The information in the above table is based on the combined investments of the fund and its pro-rata share of the investments of Fidelity's fixed-income central funds.

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

Semiannual Report

Financial Statements

Statement of Assets and Liabilities

Amounts in thousands (except per-share amounts)

June 30, 2006 (Unaudited)

Assets

Investment in securities, at value - See accompanying schedule:

Unaffiliated issuers (cost $3,544,978)

$ 3,540,642

Affiliated Central Funds (cost $407,262)

407,172

Total Investments (cost $3,952,240)

$ 3,947,814

Cash

926

Foreign currency held at value (cost $5)

5

Receivable for investments sold

13,532

Receivable for fund shares sold

26,748

Dividends receivable

112

Interest receivable

53,251

Prepaid expenses

6

Receivable from investment adviser for expense reductions

10

Other receivables

69

Total assets

4,042,473

Liabilities

Payable for investments purchased
Regular delivery

$ 26,168

Delayed delivery

20,413

Payable for fund shares redeemed

11,117

Distributions payable

2,187

Accrued management fee

1,862

Distribution fees payable

1,169

Other affiliated payables

648

Other payables and accrued expenses

145

Total liabilities

63,709

Net Assets

$ 3,978,764

Net Assets consist of:

Paid in capital

$ 3,957,643

Undistributed net investment income

7,097

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

18,344

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

(4,320)

Net Assets

$ 3,978,764

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

Semiannual Report

Financial Statements - continued

Statement of Assets and Liabilities - continued

Amounts in thousands (except per-share amounts)

June 30, 2006 (Unaudited)

Calculation of Maximum Offering Price
Class A:
Net Asset Value
and redemption price per share
($758,050 ÷ 66,366 shares)

$ 11.42

Maximum offering price per share (100/95.25 of $11.42)

$ 11.99

Class T:
Net Asset Value
and redemption price per share
($1,690,455 ÷ 148,046 shares)

$ 11.42

Maximum offering price per share (100/96.50 of $11.42)

$ 11.83

Class B:
Net Asset Value
and offering price per share
($330,260 ÷ 28,857 shares)A

$ 11.44

Class C:
Net Asset Value
and offering price per share
($584,522 ÷ 51,254 shares)A

$ 11.40

Institutional Class:
Net Asset Value
, offering price and redemption price per share ($615,477 ÷ 53,458 shares)

$ 11.51

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.

Semiannual Report

Statement of Operations

Amounts in thousands

Six months ended June 30, 2006 (Unaudited)

Investment Income

Dividends

$ 474

Interest

103,827

Income from affiliated Central Funds

8,540

Total income

112,841

Expenses

Management fee

$ 10,668

Transfer agent fees

3,183

Distribution fees

6,826

Accounting fees and expenses

594

Independent trustees' compensation

7

Custodian fees and expenses

173

Registration fees

257

Audit

44

Legal

4

Miscellaneous

17

Total expenses before reductions

21,773

Expense reductions

(74)

21,699

Net investment income

91,142

Realized and Unrealized Gain (Loss)

Net realized gain (loss) on:

Investment securities:

Unaffiliated issuers

19,784

Foreign currency transactions

52

Total net realized gain (loss)

19,836

Change in net unrealized appreciation (depreciation) on:

Investment securities

(68,024)

Assets and liabilities in foreign currencies

263

Total change in net unrealized appreciation (depreciation)

(67,761)

Net gain (loss)

(47,925)

Net increase (decrease) in net assets resulting from operations

$ 43,217

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

Semiannual Report

Financial Statements - continued

Statement of Changes in Net Assets

Amounts in thousands

Six months ended
June 30, 2006
(Unaudited)

Year ended
December 31,
2005

Increase (Decrease) in Net Assets

Operations

Net investment income

$ 91,142

$ 137,169

Net realized gain (loss)

19,836

7,920

Change in net unrealized appreciation (depreciation)

(67,761)

(65,133)

Net increase (decrease) in net assets resulting
from operations

43,217

79,956

Distributions to shareholders from net investment income

(85,480)

(132,248)

Distributions to shareholders from net realized gain

-

(36,255)

Total distributions

(85,480)

(168,503)

Share transactions - net increase (decrease)

544,628

1,236,680

Total increase (decrease) in net assets

502,365

1,148,133

Net Assets

Beginning of period

3,476,399

2,328,266

End of period (including undistributed net investment income of $7,097 and undistributed net investment income of $1,435, respectively)

$ 3,978,764

$ 3,476,399

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

Semiannual Report

Financial Highlights - Class A

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.54

$ 11.93

$ 11.63

$ 10.34

$ 10.11

$ 10.12

Income from Investment Operations

Net investment income E

.292

.571

.600

.617

.668

.730

Net realized and unrealized gain (loss)

(.137)

(.255)

.445

1.321

.214

(.081)

Total from investment operations

.155

.316

1.045

1.938

.882

.649

Distributions from net investment income

(.275)

(.551)

(.575)

(.648)

(.652)

(.659)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.275)

(.706)

(.745)

(.648)

(.652)

(.659)

Net asset value, end of period

$ 11.42

$ 11.54

$ 11.93

$ 11.63

$ 10.34

$ 10.11

Total Return B, C, D

1.34%

2.75%

9.31%

19.20%

9.09%

6.53%

Ratios to Average Net Assets F, H

Expenses before reductions

.98% A

.99%

1.00%

1.01%

1.04%

1.07%

Expenses net of fee waivers, if any

.98% A

.99%

1.00%

1.01%

1.04%

1.07%

Expenses net of all reductions

.98% A

.99%

1.00%

1.00%

1.04%

1.07%

Net investment income

5.10% A

4.92%

5.20%

5.58%

6.65%

7.18%

Supplemental Data

Net assets, end of period (in millions)

$ 758

$ 647

$ 372

$ 187

$ 57

$ 33

Portfolio turnover rate G

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

G Amounts do not include the portfolio activity of the affiliated central fund.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Financial Highlights - Class T

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.54

$ 11.92

$ 11.62

$ 10.33

$ 10.11

$ 10.11

Income from Investment Operations

Net investment income E

.289

.564

.593

.604

.660

.725

Net realized and unrealized gain (loss)

(.137)

(.245)

.443

1.322

.203

(.074)

Total from investment operations

.152

.319

1.036

1.926

.863

.651

Distributions from net investment income

(.272)

(.544)

(.566)

(.636)

(.643)

(.651)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.272)

(.699)

(.736)

(.636)

(.643)

(.651)

Net asset value, end of period

$ 11.42

$ 11.54

$ 11.92

$ 11.62

$ 10.33

$ 10.11

Total Return B, C, D

1.32%

2.77%

9.23%

19.09%

8.89%

6.55%

Ratios to Average Net Assets F, H

Expenses before reductions

1.03% A

1.05%

1.07%

1.11%

1.13%

1.15%

Expenses net of fee waivers, if any

1.03% A

1.05%

1.07%

1.11%

1.13%

1.15%

Expenses net of all reductions

1.03% A

1.05%

1.07%

1.11%

1.13%

1.15%

Net investment income

5.05% A

4.86%

5.13%

5.47%

6.57%

7.10%

Supplemental Data

Net assets, end of period (in millions)

$ 1,690

$ 1,427

$ 808

$ 515

$ 279

$ 238

Portfolio turnover rate G

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

G Amounts do not include the portfolio activity of the affiliated central fund.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Financial Highlights - Class B

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.57

$ 11.95

$ 11.65

$ 10.35

$ 10.12

$ 10.13

Income from Investment Operations

Net investment income E

.249

.486

.513

.533

.595

.658

Net realized and unrealized gain (loss)

(.148)

(.249)

.441

1.330

.212

(.085)

Total from investment operations

.101

.237

.954

1.863

.807

.573

Distributions from net investment income

(.231)

(.462)

(.484)

(.563)

(.577)

(.583)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.231)

(.617)

(.654)

(.563)

(.577)

(.583)

Net asset value, end of period

$ 11.44

$ 11.57

$ 11.95

$ 11.65

$ 10.35

$ 10.12

Total Return B, C, D

.87%

2.06%

8.45%

18.38%

8.28%

5.74%

Ratios to Average Net Assets F, H

Expenses before reductions

1.78% A

1.78%

1.78%

1.77%

1.78%

1.81%

Expenses net of fee waivers, if any

1.75% A

1.75%

1.78%

1.77%

1.78%

1.81%

Expenses net of all reductions

1.75% A

1.75%

1.78%

1.77%

1.78%

1.81%

Net investment income

4.33% A

4.16%

4.42%

4.81%

5.91%

6.44%

Supplemental Data

Net assets, end of period (in millions)

$ 330

$ 342

$ 319

$ 287

$ 147

$ 116

Portfolio turnover rate G

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

G Amounts do not include the portfolio activity of the affiliated central fund.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Financial Highlights - Class C

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.53

$ 11.91

$ 11.61

$ 10.32

$ 10.10

$ 10.11

Income from Investment Operations

Net investment income E

.243

.475

.505

.525

.585

.647

Net realized and unrealized gain (loss)

(.146)

(.246)

.444

1.320

.204

(.082)

Total from investment operations

.097

.229

.949

1.845

.789

.565

Distributions from net investment income

(.227)

(.454)

(.479)

(.555)

(.569)

(.575)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.227)

(.609)

(.649)

(.555)

(.569)

(.575)

Net asset value, end of period

$ 11.40

$ 11.53

$ 11.91

$ 11.61

$ 10.32

$ 10.10

Total Return B, C, D

.83%

1.99%

8.43%

18.24%

8.10%

5.67%

Ratios to Average Net Assets F, H

Expenses before reductions

1.82% A

1.82%

1.82%

1.84%

1.87%

1.89%

Expenses net of fee waivers, if any

1.82% A

1.82%

1.82%

1.84%

1.87%

1.89%

Expenses net of all reductions

1.82% A

1.82%

1.82%

1.84%

1.87%

1.89%

Net investment income

4.26% A

4.09%

4.37%

4.74%

5.83%

6.35%

Supplemental Data

Net assets, end of period (in millions)

$ 585

$ 540

$ 405

$ 277

$ 68

$ 40

Portfolio turnover rate G

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

G Amounts do not include the portfolio activity of the affiliated central fund.

H Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Financial Highlights - Institutional Class

Six months ended
June 30, 2006

Years ended December 31,

(Unaudited)

2005

2004

2003

2002

2001

Selected Per-Share Data

Net asset value, beginning of period

$ 11.63

$ 12.02

$ 11.71

$ 10.40

$ 10.17

$ 10.18

Income from Investment Operations

Net investment income D

.305

.599

.627

.635

.685

.725

Net realized and unrealized gain (loss)

(.140)

(.262)

.449

1.338

.210

(.059)

Total from investment operations

.165

.337

1.076

1.973

.895

.666

Distributions from net investment income

(.285)

(.572)

(.596)

(.663)

(.665)

(.676)

Distributions from net realized gain

-

(.155)

(.170)

-

-

-

Total distributions

(.285)

(.727)

(.766)

(.663)

(.665)

(.676)

Net asset value, end of period

$ 11.51

$ 11.63

$ 12.02

$ 11.71

$ 10.40

$ 10.17

Total Return B, C

1.42%

2.91%

9.53%

19.44%

9.17%

6.67%

Ratios to Average Net Assets E, G

Expenses before reductions

.80% A

.81%

.81%

.87%

.92%

.94%

Expenses net of fee waivers, if any

.80% A

.81%

.81%

.87%

.92%

.94%

Expenses net of all reductions

.80% A

.80%

.81%

.87%

.92%

.94%

Net investment income

5.29% A

5.10%

5.38%

5.71%

6.78%

7.31%

Supplemental Data

Net assets, end of period (in millions)

$ 615

$ 520

$ 424

$ 291

$ 120

$ 42

Portfolio turnover rate F

95% A

109%

94%

153%

111%

120%

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 Amounts do not include the activity of the affiliated central fund.

F Amounts do not include the portfolio activity of the affiliated central fund.

G Expense ratios reflect operating expenses of the class. Expenses before reductions do not reflect amounts reimbursed by the investment adviser or 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 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.

Semiannual Report

Notes to Financial Statements

For the period ended June 30, 2006 (Unaudited)

(Amounts in thousands except ratios)

1. Significant Accounting Policies.

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

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

The Fund may invest in fixed-income Central Investment Portfolios (CIPs), referred to as the Central Funds, and affiliated money market central funds (Money Market Central Funds), which are open-end investment companies available to investment companies and other accounts managed by Fidelity Management & Research Company (FMR) and its affiliates. The financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America, which require management to make certain estimates and assumptions at the date of the financial statements. The following summarizes the significant accounting policies of the Funds, which are also consistently followed by the Central Funds:

Security Valuation. Investments are valued and net asset value per share is calculated (NAV calculation) as of the close of business of the New York Stock Exchange, normally 4:00 p.m. Eastern time. Wherever possible, the Fund uses independent pricing services approved by the Board of Trustees to value its investments. Debt securities, including restricted securities, for which quotations are readily available, 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. 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.

When current market prices or quotations are not readily available or do not accurately reflect fair value, valuations may be determined in accordance with procedures adopted by the Board of Trustees. The frequency of when fair value pricing is used is unpredictable. The value of securities used for NAV calculation under fair value pricing may differ from

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

1. Significant Accounting Policies - continued

Security Valuation - continued

published prices for the same securities. Investments in open-end mutual funds, including the 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.

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

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

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

Investment Transactions and Income. Security transactions, including the Fund's investment activity in the Central Funds, are accounted for as of trade date. Gains and losses on securities sold are determined on the basis of identified cost. Dividend income is recorded on the ex-dividend date, except for certain dividends from foreign securities where the ex-dividend date may have passed, which are recorded as soon as the Fund is informed of the ex-dividend date. Non-cash dividends included in dividend income, if any, are recorded at the fair market value of the securities received. 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 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. Debt obligations may be placed on non-accrual status and related interest income may be reduced by ceasing current accruals and writing off interest receivables when the collection of all or a portion of interest has become doubtful based on consistently applied procedures. A debt obligation is removed from non-accrual status when the issuer resumes interest payments or when collectibility of interest is reasonably assured.

Semiannual Report

1. Significant Accounting Policies - continued

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.

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

Dividends are declared daily and paid monthly from net investment income. Distributions from realized gains, if any, are recorded on the ex-dividend date. Income dividends and capital gain distributions are declared separately for each class. Income and capital gain distributions are determined in accordance with income tax regulations, which may differ from generally accepted accounting principles.

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

Book-tax differences are primarily due to short-term capital gains, foreign currency transactions, certain foreign taxes, prior period premium and discount on debt securities, defaulted bonds, market discount, partnerships, non-taxable dividends, deferred trustees compensation, financing transactions, and losses deferred due to wash sales and excise tax regulations.

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

Unrealized appreciation

$ 79,109

Unrealized depreciation

(78,616)

Net unrealized appreciation (depreciation)

$ 493

Cost for federal income tax purposes

$ 3,947,321

New Accounting Pronouncement. In July 2006, Financial Accounting Standards Board Interpretation No. 48, Accounting for Uncertainty in Income Taxes - an interpretation of FASB Statement 109 (FIN 48) was issued and is effective for fiscal years beginning after December 15, 2006. FIN 48 sets forth a threshold for financial statement recognition, measurement and disclosure of a tax position taken or expected to be taken on a tax return. Management is currently evaluating the impact, if any, the adoption of FIN 48 will have on the Fund's net assets and results of operations.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

2. Operating Policies.

Repurchase Agreements. FMR has received an Exemptive Order from the Securities and Exchange Commission (the SEC) which permits the Fund and other affiliated entities of FMR to transfer uninvested cash balances into joint trading accounts 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.

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

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

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

Semiannual Report

2. Operating Policies - continued

Mortgage Dollar Rolls. To earn additional income, the Fund may employ trading strategies which involve the sale and simultaneous agreement to repurchase similar securities ("mortgage dollar rolls") or the purchase and simultaneous agreement to sell similar securities ("reverse mortgage dollar rolls"). The securities traded are mortgage securities and bear the same interest rate but may be collateralized by different pools of mortgages. During the period between the sale and repurchase in a mortgage dollar roll transaction, a fund will not be entitled to receive interest and principal payments on the securities sold but will invest the proceeds of the sale in other securities which may enhance the yield and total return. In addition, the difference between the sale price and the future purchase price is recorded as an adjustment to investment income. During the period between the purchase and subsequent sale in a reverse mortgage dollar roll transaction a fund is entitled to interest and principal payments on the securities purchased. The price differential between the purchase and sale is recorded as an adjustment to investment income. Losses may arise due to changes in the value of the securities or if the counterparty does not perform under the terms of the agreement. If the counterparty files for bankruptcy or becomes insolvent, a fund's right to repurchase or sell securities may be limited.

3. Purchases and Sales of Investments.

Purchases and sales of securities, other than short-term securities and U.S. government securities, aggregated $1,484,606 and $1,151,206, respectively.

4. Fees and Other Transactions with Affiliates.

Management Fee. FMR and its affiliates provide the Fund with investment management related services for which the Fund pays a monthly management fee. The management fee is the sum of an individual fund fee rate that is based on an annual rate of .45% of the Fund's average net assets and a group fee rate that averaged ..12% 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 .57% of the Fund's average net assets.

Distribution and Service Plan. In accordance with Rule 12b-1 of the 1940 Act, the Fund has adopted separate Distribution and Service Plans for each class of shares. 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,

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

4. 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

0%

.15%

$ 532

$ 16

Class T

0%

.25%

1,963

100

Class B

.65%

.25%

1,517

1,099

Class C

.75%

.25%

2,814

892

$ 6,826

$ 2,107

Sales Load. FDC receives a front-end sales charge of up to 4.75% 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 (.25% prior to February 24, 2006) 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

$ 388

Class T

110

Class B*

397

Class C*

62

$ 957

* 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

Semiannual Report

4. Fees and Other Transactions with Affiliates - continued

Transfer Agent Fees - continued

paid by each class to FIIOC, were as follows:

Amount

% of
Average
Net Assets

Class A

$ 692

.20*

Class T

1,136

.15*

Class B

395

.24*

Class C

504

.18*

Institutional Class

456

.16*

$ 3,183

* Annualized

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.

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

The Fund may also invest in CIPs managed by FIMM, or Fidelity Management & Research Company Inc. (FMRC), each an affiliate of FMR.

The Floating Rate Central Investment Portfolio seeks a high level of income by normally investing in floating rate loans and other floating rate securities.

The Fund's Schedule of Investments lists the Central Fund as an investment of the Fund but does not include the underlying holdings of the Central Fund. Based on its investment objectives, the Central Fund may invest or participate in various investment vehicles or strategies that are similar to those of the investing fund. These strategies are consistent with the investment objectives of the Fund and may involve certain economic risks, including the risk that a counterparty to one or more of these transactions may be unable or unwilling to comply with the terms of the governing agreement. This may result in a decline in value of the Central Fund and the Fund.

A complete unaudited list of holdings for the Central Fund, as of the Fund's report date, is available upon request or at advisor.fidelity.com. The reports are located just after the Fund's financial statements and quarterly reports but are not part of the financial statements or quarterly reports. In addition, the Central Fund financial statements are available on the EDGAR Database on the SEC's web site, www.sec.gov, or upon request.

The Central Funds do not pay a management fee.

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

5. Committed Line of Credit.

The Fund participates with other funds managed by FMR in a $4.2 billion credit facility (the "line of credit") to be utilized for temporary or emergency purposes to fund shareholder redemptions or for other short-term liquidity purposes. The Fund has agreed to pay commitment fees on its pro rata portion of the line of credit, which amounts 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.

6. Expense Reductions.

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

The following classes were in reimbursement during the period:

Expense
Limitations

Reimbursement
from adviser

Class B

1.75%

$ 47

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 $23. During the period, credits reduced each class' transfer agent expense as noted in the table below.

Transfer Agent
expense reduction

Class A

$ 3

Class C

1

$ 4

7. Credit Risk.

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

Semiannual Report

8. Other.

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

9. Distributions to Shareholders.

Distributions to shareholders of each class were as follows:

Six months ended
June 30,
2006

Year ended
December 31,
2005

From net investment income

Class A

$ 16,859

$ 24,357

Class T

37,035

53,100

Class B

6,724

13,236

Class C

11,069

18,751

Institutional Class

13,793

22,804

Total

$ 85,480

$ 132,248

From net realized gain

Class A

$ -

$ 6,205

Class T

-

13,720

Class B

-

4,302

Class C

-

6,019

Institutional Class

-

6,009

Total

$ -

$ 36,255

Semiannual Report

Notes to Financial Statements (Unaudited) - continued

(Amounts in thousands except ratios)

10. Share Transactions.

Transactions for each class of shares were as follows:

Shares

Dollars

Six months ended
June 30,
2006

Year ended
December 31,
2005

Six months ended
June 30,
2006

Year ended
December 31,
2005

Class A

Shares sold

18,599

35,042

$ 214,748

$ 408,757

Reinvestment of distributions

1,183

2,123

13,655

24,731

Shares redeemed

(9,471)

(12,325)

(109,298)

(143,648)

Net increase (decrease)

10,311

24,840

$ 119,105

$ 289,840

Class T

Shares sold

38,505

73,391

$ 444,572

$ 855,542

Reinvestment of distributions

3,007

5,375

34,691

62,638

Shares redeemed

(17,151)

(22,830)

(197,922)

(265,605)

Net increase (decrease)

24,361

55,936

$ 281,341

$ 652,575

Class B

Shares sold

3,087

8,646

$ 35,716

$ 100,980

Reinvestment of distributions

423

1,104

4,895

12,908

Shares redeemed

(4,219)

(6,915)

(48,817)

(80,693)

Net increase (decrease)

(709)

2,835

$ (8,206)

$ 33,195

Class C

Shares sold

9,905

20,463

$ 114,108

$ 238,454

Reinvestment of distributions

679

1,502

7,826

17,494

Shares redeemed

(6,157)

(9,092)

(70,964)

(105,690)

Net increase (decrease)

4,427

12,873

$ 50,970

$ 150,258

Institutional Class

Shares sold

14,604

15,959

$ 169,771

$ 187,439

Reinvestment of distributions

979

2,098

11,381

24,620

Shares redeemed

(6,850)

(8,622)

(79,734)

(101,247)

Net increase (decrease)

8,733

9,435

$ 101,418

$ 110,812

Semiannual Report

Board Approval of Investment Advisory Contracts and Management Fees

Fidelity Advisor Strategic Income Fund

On January 19, 2006, the Board of Trustees, including the Independent Trustees (together, the Board), voted to approve a general research services agreement (the Agreement) between FMR, FMR Co., Inc. (FMRC), Fidelity Investments Money Management, Inc. (FIMM), and Fidelity Research & Analysis Company (FRAC) (together, the Investment Advisers) for the fund, effective January 20, 2006, pursuant to which FRAC may provide general research and investment advisory support services to FMRC and FIMM. The Board considered that it has approved previously various sub-advisory agreements for the fund with affiliates of FMR that allow FMR to obtain research, non-discretionary advice, or discretionary portfolio management at no additional expense to the fund. The Board, assisted by the advice of fund counsel and independent Trustees' counsel, considered a broad range of information and determined that it would be beneficial for the fund to access the research and investment advisory support services supplied by FRAC at no additional expense to the fund.

The Board reached this determination in part because the new arrangement will involve no changes in (i) the contractual terms of and fees payable under the fund's management contract or sub-advisory agreements; (ii) the investment process or strategies employed in the management of the fund's assets; (iii) the nature or level of services provided under the fund's management contract or sub-advisory agreements; (iv) the day-to-day management of the fund or the persons primarily responsible for such management; or (v) the ultimate control or beneficial ownership of FMR, FMRC, or FIMM. The Board also considered that the establishment of the Agreement would not necessitate prior shareholder approval of the Agreement or result in an assignment and termination of the fund's management contract or sub-advisory agreements under the Investment Company Act of 1940.

Because the Board was approving an arrangement with FRAC under which the fund will not bear any additional management fees or expenses and under which the fund's portfolio manager would not change, it did not consider the fund's investment performance, competitiveness of management fee and total expenses, costs of services and profitability, or economies of scale to be significant factors in its decision.

In connection with its future renewal of the fund's management contract and sub-advisory agreements, the Board will consider: (i) the nature, extent, and quality of services provided to the fund, including shareholder and administrative services and investment performance; (ii) the competitiveness of the fund's management fee and total expenses; (iii) the costs of the services and profitability, including 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; and (iv) 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.

Semiannual 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 fund's Agreement is fair and reasonable, and that the fund's Agreement should be approved.

Each year, typically in June, 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 each month except August and takes into account throughout the year matters bearing on Advisory Contracts. The Board, acting directly and through its separate committees, considers at each of its meetings factors that are relevant to the annual 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 adopted a written charter outlining the structure and purposes of the committee. One such committee, the Fixed-Income Contract Committee, meets periodically as needed throughout the year to consider matters specifically related to the annual renewal of Advisory Contracts. The committee requests and receives information on, and makes recommendations to the Independent Trustees concerning, the approval and annual review of the Advisory Contracts.

At its June 2006 meeting, the Board of Trustees, including the Independent Trustees, unanimously determined to renew the Advisory Contracts for the fund. 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 management fee and total expenses of the fund; (iii) the total costs of the services to be provided by and the profits to be realized by the investment adviser and its affiliates from the relationship with the fund; (iv) the extent to which economies of scale would be realized as the fund grows; and (v) whether fee levels reflect these economies of scale, if any, for the benefit of fund shareholders.

In determining 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, 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. In addition to evaluating the specific factors noted above, the Board, in reaching its determination, 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.

Semiannual 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 background of the fund's portfolio manager 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 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 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 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 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 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 also considered that Fidelity voluntarily pays for market data out of its own resources.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

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 an additional sales charge. The Board noted that, since the last Advisory Contract renewals in June 2005, Fidelity has taken a number of actions that benefited particular funds, including (i) dedicating additional resources to investment research and to restructure the investment research teams; (ii) voluntarily entering into contractual arrangements with certain brokers pursuant to which Fidelity pays for research products and services separately out of its own resources, rather than bundling with fund commissions; (iii) launching the Fidelity Advantage Class of its five Spartan stock index funds and three Spartan bond index funds, which is a lower-fee class available to shareholders with higher account balances; (iv) contractually agreeing to impose expense limitations on Fidelity U.S. Bond Index Fund and reducing the fund's initial investment minimum; and (v) offering shareholders of each of the Fidelity Institutional Money Market Funds the privilege of exchanging shares of the fund for shares of other Fidelity funds.

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, 2005, the cumulative total returns of Class C and Institutional Class of the fund, the cumulative total returns of a broad-based securities market index ("benchmark"), and a range of cumulative total returns of a peer group of mutual funds identified by Lipper Inc. as having an investment objective similar to that of the fund. The returns of Class C and Institutional Class represent the performance of classes with the highest and lowest 12b-1 fees, respectively (not necessarily with the highest and lowest total expenses). The box within each chart shows the 25th percentile return (bottom of box) and the 75th percentile return (top of box) of the Lipper 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 Lipper peer group whose performance was equal to or lower than that of the class indicated.

Semiannual Report

Fidelity Advisor Strategic Income Fund



The Board reviewed the fund's relative investment performance against its Lipper peer group and stated that the performance of Institutional Class of the fund was in the second quartile for the one-year period and the first quartile for the three- and five-year periods. The Board also stated that the relative investment performance of Institutional Class of the fund compared favorably to its benchmark for the one- and five-year periods, although the fund's three-year cumulative total return was lower than its benchmark. 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.

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.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

The Board considered two proprietary management fee comparisons for the 12-month periods shown in the chart below. The group of Lipper funds used by the Board for management fee comparisons is referred to below as the "Total Mapped Group" 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. "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 29% means that 71% 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 Advisor Strategic Income Fund



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 2005. 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.

Semiannual Report

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, Class T, Class B, and Institutional Class ranked below its competitive median for 2005, and the total expenses of Class C ranked above its competitive median for 2005. 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.

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.

Semiannual Report

Board Approval of Investment Advisory Contracts and
Management Fees - continued

PricewaterhouseCoopers LLP (PwC), independent registered 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, including reductions that occur through operation of the transfer agent agreement. The transfer agent fee varies in part based on the number of accounts in the fund. If the number of accounts decreases or the average account size increases, the overall transfer agent fee rate decreases.

The Board recognized that the fund's management contract incorporates a "group fee" structure, which provides for lower fee rates as total fund assets under FMR's management increase, and for higher fee rates as total fund assets under FMR's management decrease. 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.

Semiannual Report

Additional Information Requested by the Board. In order to develop fully the factual basis for consideration of the Advisory Contracts, the Board requested additional information on several topics, including (i) Fidelity's fund profitability methodology and profitability trends within certain funds; (ii) funds and accounts managed by Fidelity other than the Fidelity funds, including fee arrangements; (iii) the total expenses of certain funds and classes relative to competitors; (iv) fund performance trends; and (v) Fidelity's fee structures.

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.

Semiannual Report

Semiannual Report

Semiannual Report

Semiannual Report

Semiannual Report

Semiannual Report

Investment Adviser

Fidelity Management & Research Company

Boston, MA

Investment Sub-Advisers

FMR Co., Inc.

Fidelity Research & Analysis Company
(formerly Fidelity Management &
Research (Far East) Inc.)

Fidelity Investments Japan Limited

Fidelity International Investment Advisors

Fidelity International Investment Advisors (U.K.) Limited

Fidelity Investments Money Management, Inc.

General Distributor

Fidelity Distributors Corporation

Boston, MA

Transfer and Service Agents

Fidelity Investments Institutional Operations Company, Inc.

Boston, MA

Fidelity Service Company, Inc.

Boston, MA

Custodian

The Bank of New York

New York, NY

SII-USAN-0806
1.787776.103

(Fidelity Investment logo)(registered trademark)

Item 2. Code of Ethics

Not applicable.

Item 3. Audit Committee Financial Expert

Not applicable.

Item 4. Principal Accountant Fees and Services

Not applicable.

Item 5. Audit Committee of Listed Registrants

Not applicable.

Item 6. Schedule of Investments

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 Fidelity Advisor Series II's Board of Trustees.

Item 11. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Advisor Series II's (the "Trust") 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)

Not applicable.

(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 Advisor Series II

By:

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

Date:

August 21, 2006

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/Christine Reynolds

Christine Reynolds

President and Treasurer

Date:

August 21, 2006

By:

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

Date:

August 21, 2006

EX-99.CERT 2 ad299cert.htm

Exhibit EX-99.CERT

I, Christine Reynolds, certify that:

1. I have reviewed this report on Form N-CSR of Fidelity Advisor Series II;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based upon such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting 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 registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 21, 2006

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

I, Joseph B. Hollis, certify that:

1. I have reviewed this report on Form N-CSR of Fidelity Advisor Series II;

2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report;

4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have:

a. Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b. Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c. Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based upon such evaluation; and

d. Disclosed in this report any change in the registrant's internal control over financial reporting 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 registrant's internal control over financial reporting; and

5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a. All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and

b. Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 21, 2006

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

EX-99.906 CERT 3 ad2906cert.htm

Exhibit EX-99.906CERT

Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code)

In connection with the attached Report of Fidelity Advisor Series II (the "Trust") on Form N-CSR to be filed with the Securities and Exchange Commission (the "Report"), each of the undersigned officers of the Trust does hereby certify that, to the best of such officer's knowledge:

1. The Report fully complies with the requirements of 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Trust as of, and for, the periods presented in the Report.

Dated: August 21, 2006

/s/Christine Reynolds

Christine Reynolds

President and Treasurer

Dated: August 21, 2006

/s/Joseph B. Hollis

Joseph B. Hollis

Chief Financial Officer

A signed original of this written statement required by Section 906, or other document authenticating, acknowledging, or otherwise adopting the signature that appears in typed form within the electronic version of this written statement required by Section 906, has been provided to the Trust and will be retained by the Trust and furnished to the Securities and Exchange Commission or its staff upon request.

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