VARIABLE INSURANCE PRODUCTS FUND II:
ASSET MANAGER PORTFOLIO
DATED APRIL 30, 1997 SUPPLEMENT TO THE PROSPECTUS
Effective October 1, 1997, Steve Snider succeeds George Vanderheiden
as manager of the equity investments of Asset Manager Portfolio, and
the following information replaces the similar information found under
the heading "FMR and Its Affiliates" in the "Charter" section.
Richard C. Habermann is vice president and lead manager of Asset
Manager Portfolio, which he has managed since March 1996. He also
manages several other Fidelity funds. Previously, Mr. Habermann was
chief investment officer for Fidelity International, Ltd., from 1991
to 1993, and division head for international equities and director of
international research, from 1993 to 1996. Mr. Habermann joined
Fidelity in 1968.
Steve Snider is manager of Asset Manager Portfolio's equity
investments, which he has managed since October 1997. He also manages
the equity investments of another Fidelity fund and manages trust
accounts for Fidelity Management Trust Company (FMTC). Mr. Snider
joined Fidelity in 1992 as a quantitative analyst. Since then, he has
worked as a manager and a vice president for FMTC.
Charles Morrison is manager of Asset Manager Portfolio's fixed-income
investments, which he has managed since February 1997. He also manages
several other Fidelity funds. Mr. Morrison joined Fidelity in 1987.
John Todd is vice president of Asset Manager Portfolio and manager of
its short-term and money market investments, which he has managed
since December 1996. He also manages several other Fidelity funds. Mr.
Todd joined Fidelity in 1981.
VARIABLE INSURANCE PRODUCTS FUND II:
ASSET MANAGER: GROWTH PORTFOLIO DATED
APRIL 30, 1997 SUPPLEMENT TO THE PROSPECTUS
Effective October 1, 1997, Steve Snider succeeds George Vanderheiden
as manager of the equity investments of Asset Manager: Growth
Portfolio, and the following information replaces the similar
information found under the heading "FMR and Its Affiliates" in the
"Charter" section.
Richard C. Habermann is vice president and lead manager of Asset
Manager: Growth Portfolio which he has managed since March 1996. He
also manages several other Fidelity funds. Previously, Mr. Habermann
was chief investment officer for Fidelity International, Ltd., from
1991 to 1993, and division head for international equities and
director of international research, from 1993 to 1996. Mr. Habermann
joined Fidelity in 1968.
Steve Snider is manager of Asset Manager: Growth Portfolio's equity
investments, which he has managed since October 1997. He also manages
the equity investments of another Fidelity fund and manages trust
accounts for Fidelity Management Trust Company (FMTC). Mr. Snider
joined Fidelity in 1992 as a quantitative analyst. Since then, he has
worked as a manager and a vice president for FMTC.
Charles Morrison is manager of Asset Manager: Growth Portfolio's
fixed-income investments, which he has managed since February 1997. He
also manages several other Fidelity funds. Mr. Morrison joined
Fidelity in 1987.
John Todd is vice president of Asset Manager: Growth Portfolio and
manager of its short-term and money market investments, which he has
managed since December 1996. He also manages several other Fidelity
funds. Mr. Todd joined Fidelity in 1981.
VARIABLE INSURANCE PRODUCTS FUND II: INDEX 500 PORTFOLIO
APRIL 30, 1997 SUPPLEMENT TO THE PROSPECTUS
SHAREHOLDER MEETING. On or about November 19, 1997, a shareholder
meeting will be held to consider the adoption of a sub-advisory
agreement with Bankers Trust Company (BT), to consider amendments to
the fund's present management contract and to consider another
proposal. If shareholders of record on September 22, 1997 approve the
sub-advisory agreement and the amended management contract, Fidelity
Management & Research Company (FMR) would continue to serve as the
fund's manager and investment adviser, but would delegate part of its
duties to BT. As sub-advisor, BT would have day-to-day
responsibilities for managing the fund's investments. BT would also
provide custodial and securities lending services to the fund. FMR
would be responsible for overseeing BT's performance and would retain
its other management responsibilities, subject to oversight by the
Board of Trustees. All other fund services, including shareholder
account services, would be unchanged.
The proposed amendment to the fund's management contract with FMR
would amend the contract to allow for the appointment of a sub-advisor
to the fund and to reduce the management fee rate from an annual rate
of 0.28% of the fund's average net assets to an annual rate of 0.24%
of the fund's average net assets.
BT is a major institutional money manager and one of the nation's
leading managers of index funds with over 20 years' experience in
managing investments indexed to the S&P 500(registered trademark) and
other indices. BT's commitment to the specialized area of index
account management allows it to provide index fund portfolio
management services at a lower cost than if FMR provided these
services itself.
If you wish to receive a proxy statement, please call 1-800-843-3001.
VARIABLE INSURANCE
PRODUCTS FUND
VARIABLE INSURANCE PRODUCTS FUND II
VARIABLE INSURANCE PRODUCTS FUND III:
HIGH INCOME, EQUITY-INCOME, OVERSEAS, GROWTH, ASSET MANAGER, ASSET
MANAGER: GROWTH, INDEX 500, CONTRAFUND, BALANCED, GROWTH & INCOME,
GROWTH OPPORTUNITIES, INVESTMENT GRADE BOND PORTFOLIOS
DATED APRIL 30, 1997
SUPPLEMENT TO THE PROSPECTUS
Effective October 1, 1997, Steve Snider succeeds George Vanderheiden
as manager of the equity investments of Asset Manager Portfolio and
Asset Manager: Growth Portfolio, and the following information
replaces the similar information found under the heading "FMR and Its
Affiliates" in the "Charter" section.
Richard C. Habermann is vice president and lead manager of VIPII:
Asset Manager Portfolio and Asset Manager: Growth Portfolio. He has
managed the funds since March 1996. He also manages several other
Fidelity funds. Previously, Mr. Habermann was chief investment officer
for Fidelity International, Ltd., from 1991 to 1993, and division head
for international equities and director of international research,
from 1993 to 1996. Mr. Habermann joined Fidelity in 1968.
Steve Snider is manager of the equity investments of VIP II: Asset
Manager Portfolio and Asset Manager: Growth Portfolio, which he has
managed since October 1997. He also manages trust accounts for
Fidelity Management Trust Company (FMTC). Mr. Snider joined Fidelity
in 1992 as a quantitative analyst. Since then, he has worked as a
manager and a Vice President for FMTC.
Barry Jay Coffman is manager and vice president of VIP: High Income
Portfolio, which he has managed since August 1990. Mr. Coffman also
assists on Fidelity Puritan Fund. Previously, he served as an
assistant manager and analyst for the high yield bond group. Before
joining Fidelity in 1986, Mr. Coffman was an analyst for Equitable
Capital Management and was a senior auditor at Arthur Anderson &
Company.
William Danoff is manager and vice president of VIP II: Contrafund
Portfolio, which he has managed since January 1995. Mr. Danoff also
manages Fidelity Contrafund, which he has managed since October 1990.
Previously, he managed Select Retailing Portfolio and assisted on
Magellan. Mr. Danoff joined Fidelity in 1986 as an equity analyst.
Stephen Petersen is Vice President and manager of VIP: Equity Income
Portfolio, which he has managed since January 1997. He also manages
Fidelity Balanced Fund, which he has managed since March 1996 and is
Vice President and manager of Fidelity Equity-Income Fund, which he
has managed since July 1993. Since joining Fidelity in 1980, Mr.
Petersen has worked as an analyst and manager.
Jennifer Uhrig is Vice President and manager of VIP: Growth Portfolio,
which she has managed since January 1997. She also manages Advisor
Equity Growth Fund, which she has managed since January 1997. Since
joining Fidelity in 1987, Ms. Uhrig has worked as an analyst and
manager.
Richard R. Mace, Jr. is manager and vice president of VIP: Overseas
Portfolio which he has managed since March 1996. He is also manager of
Fidelity Overseas Fund, Fidelity Advisor Overseas Fund, Fidelity
Advisor Annuity Overseas Fund, Fidelity Global Balanced Fund, and
Fidelity International Value Fund. Previously, he managed Fidelity
International Growth & Income Fund, Select Transportation, Select
Industrial Materials and Select Chemical Portfolios. Mr. Mace joined
Fidelity in August 1987.
George A. Vanderheiden is manager and vice president of VIP III:
Growth Opportunities Portfolio, which he has managed since January
1995. Mr. Vanderheiden also manages Advisor Growth Opportunities,
Destiny I and Destiny II, and the equity investments of Asset Manager,
Asset Manager: Growth, and Asset Manager: Income Fund. He is a
managing director of FMR Corp., and leader of the growth group. Mr.
Vanderheiden joined Fidelity in 1971.
Charles Morrison is manager of the fixed-income investments of VIP II:
Asset Manager Portfolio and Asset Manager: Growth Portfolio, which he
has managed since February 1997. He also manages several other
Fidelity funds. Prior to joining Fidelity in 1987, Mr. Morrison has
worked as an analyst and manager.
Beth Terrana is manager and vice president of VIP III: Growth & Income
Portfolio, which she has managed since the fund commenced operations.
She also manages Fidelity Fund. Since joining Fidelity in 1983, Ms.
Terrana has worked as a portfolio manager.
Bettina Doulton is lead manager and vice president of VIP III:
Balanced Portfolio which she has managed since March 1996. Ms. Doulton
also manages Fidelity Advisor Balanced Fund and co-manages Fidelity
Puritan Fund. She previously managed Fidelity Value Fund, Fidelity
Advisor Equity-Income Fund, VIP: Equity-Income Portfolio and Fidelity
select Automotive Portfolio. Ms. Doulton joined Fidelity in 1986.
Kevin E. Grant is manager of VIP: Investment Grade Bond Portfolio,
which he has managed since February 1997, and is vice president of the
VIP III: Balanced Portfolio and manager of its fixed-income
investments since March 1996. He co-manages Fidelity Advisor Balanced
Fund, Fidelity Balanced Fund, Fidelity Puritan Fund, and Fidelity
Advisor Strategic Income Fund. He also manages Fidelity Ginnie Mae
Fund, Fidelity Mortgage Securities Fund, Fidelity Advisor Limited Term
Bond Fund and Spartan Ginnie Mae Fund. Mr. Grant joined Fidelity in
1993 as manager of Fidelity Mortgage Securities Fund. He is a former
vice president and chief strategist for mortgage-backed securities at
Morgan Stanley. Previously, Mr. Grant served as an investment director
at Aetna Bond Investors.
John Todd is vice president and manager of the short-term and money
market investments of VIP II: Asset Manager Portfolio and VIP II:
Asset Manager: Growth Portfolio, which he has managed since December
1996. He also manages several other Fidelity funds. Mr. Todd joined
Fidelity in 1981.
The following information supplements information found under the
heading "FMR and Its Affiliates" in the "Charter" section.
John Avery is associate manager of VIP III: Balanced Portfolio, which
he has managed since September 1997. He also manages another Fidelity
fund. Mr. Avery joined Fidelity as an analyst in 1995. Previously, he
was an analyst for Putnam Investments from 1993 to 1994. Mr. Avery
received his MBA from The Wharton School at the University of
Pennsylvania in 1993.
The following information supplements the disclosure found under the
section "Investment Principles and Risks" in the Portfolios'
Prospectus.
Fidelity Management & Research Company normally invests each fund's
assets according to its investment strategy. High Income,
Equity-Income, Growth, Overseas, Asset Manager, Asset Manager: Growth,
Index 500, Contrafund, Balanced, Growth & Income and Growth
Opportunities Portfolios also reserve the right to invest without
limitation in preferred stocks and investment-grade bond debt
instruments for temporary, defensive purposes.
Investment Grade Bond Portfolio reserves the right to invest without
limitation in investment-grade money market instruments or short-term
debt instruments for temporary, defensive purposes.
The following information supplements disclosure for Index 500
portfolio.
SHAREHOLDER MEETING. On or about November 19, 1997, a shareholder
meeting will be held to consider the adoption of a sub-advisory
agreement with Bankers Trust Company (BT), to consider amendments to
the fund's present management contract and to consider another
proposal. If shareholders of record on September 22, 1997 approve the
sub-advisory agreement and the amended management contract, Fidelity
Management & Research Company (FMR) would continue to serve as the
fund's manager and investment adviser, but would delegate part of its
duties to BT. As sub-advisor, BT would have day-to-day
responsibilities for managing the fund's investments. BT would also
provide custodial and securities lending services to the fund. FMR
would be responsible for overseeing BT's performance and would retain
its other management responsibilities, subject to oversight by the
Board of Trustees. All other fund services, including shareholder
account services, would be unchanged.
The proposed amendment to the fund's management contract with FMR
would amend the contract to allow for the appointment of a sub-advisor
to the fund and to reduce the management fee rate from an annual rate
of 0.28% of the fund's average net assets to an annual rate of 0.24%
of the fund's average net assets.
BT is a major institutional money manager and one of the nation's
leading managers of index funds with over 20 years' experience in
managing investments indexed to the S&P 500(registered trademark) and
other indices. BT's commitment to the specialized area of index
account management allows it to provide index fund portfolio
management services at a lower cost than if FMR provided these
services itself.
If you wish to receive a proxy statement, please call 1-800-843-3001.
