April 29, 1994
Securities and Exchange Commission
Judiciary Plaza
450 Fifth Street, N.W.
Washington, D.C.
Attention: File Room
Re: Variable Insurance Products Fund II (the trust):
Investment Grade Bond Portfolio, Asset Manager
Portfolio and Index 500 Portfolio (the funds)
File No. 33-20773
__________________________________________________________________________
Ladies and Gentlemen:
Transmitted herewith pursuant to Rule 497(j) under the Securities Act of
1933 is certification that the Prospectus and Statement of Additional
Information with respect to the above referenced funds does not differ from
that filed in the most recent post-effective amendment, which was filed
electronically.
Very truly yours,
/s/Arthur S. Loring
Arthur S. Loring
Secretary
