FIDELITY ADVISOR SERIES III
497, 1996-06-04
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FIDELITY ADVISOR FUNDS
CLASS A AND CLASS B
Supplement to the Prospectus
DATED FEBRUARY 26, 1996
THE FOLLOWING INFORMATION UPDATES THE DISCUSSION OF PORTFOLIO MANAGERS
FOUND IN THE "FMR AND AFFILIATES" SECTION ON PAGE 27.
C. Robert Chow is manager of Advisor Equity Income, which he has managed
since March 1996.  Previously, he managed Select Paper and Forest Products,
Select Computers, and Select Insurance.  In addition, he was an equity
analyst covering consumer finance and household products.  Mr. Chow joined
Fidelity in 1989.
Bettina E. Doulton is lead manager and vice president of Advisor Income &
Growth, which she has managed since March 1996.  Ms. Doulton also manages
Advisor Annuity Income & Growth, and Puritan(registered trademark). 
Previously, she managed Advisor Equity Income, VIP Equity-Income, Value,
Select Automotive, and was an assistant to Peter Lynch on
Magellan(registered trademark).  Ms. Doulton also served as an analyst
following the automotive and tire industry as well as the gaming and
lodging industry.  Ms. Doulton joined Fidelity in 1986.
Kevin E. Grant is vice president of Advisor Income & Growth and has been
manager of its fixed-income investments since March 1996.  Mr. Grant is
also vice president and manager of Advisor Intermediate Bond, and manager
of Advisor Strategic Income's U.S. government and domestic investment grade
investments.  In addition, he manages the fixed-income investments of
Puritan.  Mr. Grant also manages Advisor World Limited Term Bond, Spartan
Ginnie Mae, Ginnie Mae, and Mortgage Securities.  Previously, he was vice
president and chief strategist for mortgage-backed securities at Morgan
Stanley and an investment director at Aetna.  Mr. Grant joined Fidelity in
1993.
Harris B. Leviton is vice president and manager of Advisor Strategic
Opportunities, which he has managed since March 1996.  Previously, he
managed Retirement Growth, Select Electronics, and Convertible Securities. 
Mr. Leviton joined Fidelity in 1986.
Richard Mace, Jr. is vice president and manager of Advisor Overseas, which
he has managed since March 1996.  Mr. Mace also manages International
Value, Global Balanced, Overseas, Advisor Annuity Overseas, and VIP
Overseas.  Previously, he managed International Growth & Income, Select
Transportation, Select Industrial Materials, and Select Chemicals. 
Additionally, between 1992 and 1993, he co-managed Equity-Income and Global
Balanced.  Mr. Mace joined Fidelity in 1987.
Thomas Sprague is manager of Advisor Large Cap, which he has managed since
March 1996.  Mr. Sprague also manages Large Cap Stock, Trust Earnings
Growth, and Advisor World U.S. Large Cap.  Previously, he managed  Select
Environmental Services, Select Electronics, Select Software, and Select
Computer Services.  Mr. Sprague joined Fidelity in 1989.
EFFECTIVE JUNE 1996, THE FOLLOWING INFORMATION UPDATES THE DISCUSSION OF
PORTFOLIO MANAGERS FOUND IN THE "FMR AND AFFILIATES" SECTION ON PAGE 27.
Lawrence Greenberg is vice president and manager of Advisor Equity Growth,
which he has managed since June 1996.  He also manages several other
Fidelity funds.  Mr. Greenberg joined Fidelity in 1986.
EFFECTIVE APRIL 1, 1996 THROUGH SEPTEMBER 30, 1996, THE FOLLOWING
INFORMATION SUPPLEMENTS THE DISCUSSION OF SALES CHARGES AND INVESTMENT
PROFESSIONAL CONCESSIONS FOUND IN THE "TRANSACTION DETAILS" SECTION ON PAGE
51.
Investment professionals will receive full reallowance of the sales charge
paid on purchases of Class A shares of Advisor California Municipal Income
and Advisor New York Municipal Income.
EFFECTIVE APRIL 1, 1996 THROUGH SEPTEMBER 30, 1996, THE FOLLOWING
INFORMATION SUPPLEMENTS THE SECOND PARAGRAPH FOLLOWING THE CONTINGENT
DEFERRED SALES CHARGE SCHEDULES FOUND IN THE "TRANSACTION DETAILS" SECTION
ON PAGE 52.
Investment professionals with whom FDC has agreements will receive as
compensation from FDC a concession equal to 3.50% of your purchase of Class
B shares of Advisor California Municipal Income and Advisor New York
Municipal Income.
 
FIDELITY ADVISOR INSTITUTIONAL CLASS
Supplement to the Prospectus
DATED FEBRUARY 26, 1996
THE FOLLOWING INFORMATION UPDATES THE DISCUSSION OF PORTFOLIO MANAGERS
FOUND IN THE "FMR AND AFFILIATES" SECTION ON PAGE 20.
C. Robert Chow is manager of Advisor Equity Income, which he has managed
since March 1996.  Previously, he managed Select Paper and Forest Products,
Select Computers, and Select Insurance.  In addition, he was an equity
analyst covering consumer finance and household products.  Mr. Chow joined
Fidelity in 1989.
Bettina E. Doulton is lead manager and vice president of Advisor Income &
Growth, which she has managed since March 1996.  Ms. Doulton also manages
Advisor Annuity Income & Growth, and Puritan(registered trademark). 
Previously, she managed Advisor Equity Income, VIP Equity-Income, Value,
Select Automotive, and was an assistant to Peter Lynch on
Magellan(registered trademark).  Ms. Doulton also served as an analyst
following the automotive and tire industry as well as the gaming and
lodging industry.  Ms. Doulton joined Fidelity in 1986.
Kevin E. Grant is vice president of Advisor Income & Growth and has been
manager of its fixed-income investments since March 1996.  Mr. Grant is
also vice president and manager of Advisor Intermediate Bond, and manager
of Advisor Strategic Income's U.S. government and domestic investment grade
investments.  In addition, he manages the fixed-income investments of
Puritan.  Mr. Grant also manages Advisor World Limited Term Bond, Spartan
Ginnie Mae, Ginnie Mae, and Mortgage Securities.  Previously, he was vice
president and chief strategist for mortgage-backed securities at Morgan
Stanley and an investment director at Aetna.  Mr. Grant joined Fidelity in
1993.
Harris B. Leviton is vice president and manager of Advisor Strategic
Opportunities, which he has managed since March 1996.  Previously, he
managed Retirement Growth, Select Electronics, and Convertible Securities. 
Mr. Leviton joined Fidelity in 1986.
Richard Mace, Jr. is vice president and manager of Advisor Overseas, which
he has managed since March 1996.  Mr. Mace also manages International
Value, Global Balanced, Overseas, Advisor Annuity Overseas, and VIP
Overseas.  Previously, he managed International Growth & Income, Select
Transportation, Select Industrial Materials, and Select Chemicals. 
Additionally, between 1992 and 1993, he co-managed Equity-Income and Global
Balanced.  Mr. Mace joined Fidelity in 1987.
Thomas Sprague is manager of Advisor Large Cap, which he has managed since
March 1996.  Mr. Sprague also manages Large Cap Stock, Trust Earnings
Growth, and Advisor World U.S. Large Cap.  Previously, he managed  Select
Environmental Services, Select Electronics, Select Software, and Select
Computer Services.  Mr. Sprague joined Fidelity in 1989.
EFFECTIVE JUNE 1996, THE FOLLOWING INFORMATION UPDATES THE DISCUSSION OF
PORTFOLIO MANAGERS FOUND IN THE "FMR AND AFFILIATES" SECTION ON PAGE 20.
Lawrence Greenberg is vice president and manager of Advisor Equity Growth,
which he has managed since June 1996.  He also manages several other
Fidelity funds.  Mr. Greenberg joined Fidelity in 1986.
 
SUPPLEMENT TO FIDELITY ADVISOR FUNDS: CLASS A, CLASS B, AND INSTITUTIONAL
CLASS
  STATEMENT OF ADDITIONAL INFORMATION
DATED FEBRUARY 26, 1996
THE FOLLOWING INFORMATION UPDATES THE DISCUSSION OF EXECUTIVE OFFICERS IN
THE "TRUSTEES AND OFFICERS" SECTION ON PAGE 99.
TRUSTEES AND OFFICERS
Bettina Doulton (31), is Vice President of Income & Growth (1996), and
other funds advised by FMR, and an employee of FMR.
Kevin Grant (35), is Vice President of Income & Growth (1996), and other
funds advised by FMR, and an employee of FMR.
Harris Leviton (35), is Vice President of Strategic Opportunities (1996)
and an employee of FMR.
Richard Mace Jr. (34), is Vice President of Overseas (1996), and other
funds advised by FMR, and an employee of FMR.
EFFECTIVE JUNE 1996, THE FOLLOWING INFORMATION UPDATES THE DISCUSSION OF
EXECUTIVE OFFICERS IN THE "TRUSTEES AND OFFICERS" SECTION   ON PAGE 99.
Lawrence Greenberg (33), is Vice President of Equity Growth (1996), and
other funds advised by FMR, and an employee of FMR.



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