1940 Act No. 811-7205
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT (No. 33-54837)
UNDER THE SECURITIES ACT OF 1933 [ ]
Pre-Effective Amendment No. [ ]
Post-Effective Amendment No. 5 [x]
and
REGISTRATION STATEMENT UNDER THE INVESTMENT
COMPANY ACT OF 1940 [x]
Amendment No. [ ]
Variable Insure Products Fund III
(Exact Name of Registrant as Specified in Charter)
82 Devonshire St., Boston, MA 02109
(Address Of Principal Executive Office)
Registrant's Telephone Number, Including Area Code 617-570-7000
Arthur S. Loring, Secretary, 82 Devonshire St., Boston, MA 02109
(Name and Address of Agent for Service)
It is proposed that this filing will become effective
(x ) Immediately upon filing pursuant to paragraph (b)
( ) On [ ], pursuant to paragraph (b)
( ) 60 days after filing pursuant to paragraph (a)(i)
( ) On (_______), pursuant to paragraph (a)(i) of Rule 485
( ) 75 days after filing pursuant to paragraph (a)(ii)
( ) On ( ) pursuant to paragraph (a)(ii) of Rule 485
Registrant has filed a declaration pursuant to Rule 24f-2 under the
Investment Company Act of 1940 and filed the Notice required by such Rule
on February 28, 1997.
File No. (33-54837) and (811-7205)
Post-Effective Amendment No. 6_
This Post-Effective Amendment No. 6 (File Nos. 33-54837 and 811-7205)
incorporates by reference the Cross-Reference Pages, Parts A and B of the
Trust's Post-Effective Amendment No. 5 (File Nos..33-54837 and 811-7205)
which was filed with the Securities and Exchange Commission on April 23,
1997 into this Post-Effective Amendment.
PART C. OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) 1. The Financial Statements and Financial Highlights, included in the
Annual Report, for Variable Insurance Products Fund III: Growth
Opportunities Portfolio, Growth & Income Portfolio and Balanced Portfolio
for the fiscal year ended December 31, 1996, are incorporated herein by
reference into the Statement of Additional Information and were filed on
February 28, 1997, for Varible Insurance Products Fund III (File No.
811-7205) pursuant to Rule 30d-1 under the Investment Company Act of 1940
and are incorporated herein by reference.
2 The Financial Statements and Financial Highlights, included in the
Annual Report, for Variable Insurance Products Fund: Money Market
Portfolio, High Income Portfolio, Equity-Income Portfolio, Growth Portfolio
and Overseas Portfolio for the fiscal year ended December 31, 1996, are
incorporated herein by reference into the Statement of Additional
Information and were filed on February 28, 1997, for Variable Insurance
Prod ucts Fund (File No. 811-3329) pursuant to Rule 30d-1 under the
Investment Company Act of 1940 and are incorporated herein by
reference.
3. The Financial Statements and Financial Highlights, included in the
Annual Report, for Variable Insurance Products Fund II: Investment
Grade Bond Portfolio, Asset Manager Portfolio, Index 500 Portfolio, Contra
fund Portfolio, and Asset Manager: Growth Portfolio for the fiscal year
ended December 31, 1996, are incor porated herein by reference into the
Statement of Additional Information and were filed on February 28,
1997, for Variable Insurance Products Fund II (File No. 811-5511) pursuant
to Rule 30d-1 under the Invest
ment Company Act of 1940 and are incorporated herein by reference.
:
(1) (a) Declaration of Trust, dated July 14, 1994, is incorporated herein
by reference to Exhibit 1 to the Registration Statement filed on July 29,
1994.
(2) By-laws for Fidelity Advisor Annuity Fund is incorporated herein by
reference to Exhibit 2 to the Registration Statement.
(2) By-laws for Fidelity Advisor Annuity Fund is incorporated herein by
reference to Exhibit 2 to the Registration Statement.
(3) None.
(4) None.
(5) (a) Management Contract between Fidelity Advisor Annuity Overseas
Fund and Fidelity Management & Research Company, dated November 18, 1994,
is incorporated herein by reference to Exhibit 5(a) to Post-Effective
Amendment No. 1.
(b) Management Contract between Fidelity Advisor Annuity Growth
Opportunities Fund and Fidelity Management & Research Company, dated
November 18, 1994, is incorporated herein by reference to Exhibit 5(b) to
Post-Effective Amendment No. 1.
(c) Management Contract between Fidelity Advisor Annuity Income & Growth
Fund and Fidelity Management & Research Company, dated November 18, 1994,
is incorporated herein by reference to Exhibit 5(c) to Post-Effective
Amendment No. 1.
(d) Management Contract between Fidelity Advisor Annuity Government
Investment Fund and Fidelity Management & Research Company, dated November
18, 1994, is incorporated herein by reference to Exhibit 5(d) to
Post-Effective Amendment No. 1.
(e) Management Contract between Fidelity Advisor Annuity High Yield Fund
and Fidelity Management & Research Company, dated November 18, 1994, is
incorporated herein by reference to Exhibit 5(e) to Post-Effective
Amendment No. 1.
(f) Management Contract between Fidelity Advisor Annuity Money Market Fund
and Fidelity Management & Research Company, dated November 18, 1994, is
incorporated
herein by reference to Exhibit 5(f) to Post-Effective Amendment No. 1.
(g) Management Contract between Fidelity Advisor Annuity Growth & Income
Portfolio and Fidelity Management & Research Company will be filed by
subsequent amendment.
(h) Sub-Advisory Agreement between Fidelity Management & Research Company
and FMR Texas Inc. on behalf of Fidelity Advisor Annuity Money Market Fund,
dated November 18, 1994, is incorporated herein by reference to Exhibit
5(g) to Post-Effective Amendment No. 1.
(i) Sub-Advisory Agreement between Fidelity Management & Research Company,
Fidelity Management & Research (U.K.) Inc. and Fidelity Advisor Annuity
Fund on behalf of Fidelity Advisor Annuity High Yield Fund, dated November
18, 1994, is incorporated herein by reference to Exhibit 5(h) to
Post-Effective Amendment No. 1.
(j) Sub-Advisory Agreement between Fidelity Management & Research Company,
Fidelity Management & Research (U.K.) Inc. and Fidelity Advisor Annuity
Fund on behalf of Fidelity Advisor Annuity Growth Opportunities Fund, dated
November 18, 1994, is incorporated herein by reference to Exhibit 5(i) to
Post-Effective Amendment No. 1.
(k) Sub-Advisory Agreement between Fidelity Management & Research Company,
Fidelity Management & Research (U.K.) Inc. and Fidelity Advisor Annuity
Fund on behalf of Fidelity Advisor Annuity Income & Growth Fund, dated
November 18, 1994, is incorporated herein by reference to Exhibit 5(j) to
Post-Effective Amendment No. 1. (l) Sub-Advisory Agreement between Fidelity
Management & Research Company, Fidelity Management & Research (U.K.) Inc.
and Fidelity Advisor Annuity Fund on behalf of Fidelity Advisor Annuity
Overseas Fund, dated November 18, 1994, is incorporated herein by reference
to Exhibit 5(k) to Post-Effective Amendment No. 1.
(l) Sub-Advisory Agreement between Fidelity Management & Research Company,
Fidelity Management & Research (U.K.) Inc. and Fidelity Advisor Annuity
Fund on behalf of Fidelity Advisor Annuity Growth & Income Portfolio will
be filed by subsequent amendment.
(m) Sub-Advisory Agreement between Fidelity Management & Research
Company, Fidelity Management & Research (Far East) Inc. and Fidelity
Advisor Annuity Fund on behalf of Fidelity Advisor Annuity High Yield Fund,
dated November 18, 1994, is incorporated herein by reference to Exhibit
5(l) to Post-Effective Amendment No. 1.
(n) Sub-Advisory Agreement between Fidelity Management & Research
Company, Fidelity Management & Research (Far East) Inc. and Fidelity
Advisor Annuity Fund on behalf of Fidelity Advisor Annuity Growth
Opportunities Fund, dated November 18, 1994, is incorporated herein by
reference to Exhibit 5(m) to Post-Effective Amendment No. 1.
(o) Sub-Advisory Agreement between Fidelity Management & Research
Company, Fidelity Management & Research (Far East) Inc. and Fidelity
Advisor Annuity Fund on behalf of Fidelity Advisor Annuity Income & Growth
Fund, dated November 18, 1994, is incorporated herein by reference to
Exhibit 5(n) to Post-Effective Amendment No. 1.
(p) Sub-Advisory Agreement between Fidelity Management & Research
Company, Fidelity Management & Research (Far East) Inc. and Fidelity
Advisor Annuity Fund on behalf of Fidelity Advisor Annuity Overseas Fund,
dated November 18, 1994, is incorporated herein by reference to Exhibit
5(o) to Post-Effective Amendment No. 1.
(q) Sub-Advisory Agreement between Fidelity Management & Research
Company, Fidelity Management & Research (Far East) Inc. and Fidelity
Advisor Annuity Fund on behalf of Fidelity Advisor Annuity Growth & Income
Portfolio will be filed by subsequent amendment.
(r) Sub-Advisory Agreement among Fidelity Management & Research Company,
Fidelity International Investment Advisors and Fidelity Advisor Annuity
Fund on behalf of Fidelity Advisor Annuity Overseas Fund, dated November
18, 1994, is incorporated herein by reference to Exhibit 5(p) to
Post-Effective Amendment No. 1.
(s) Sub-Advisory Agreement between Fidelity International Investment
Advisors and Fidelity International Investment Advisors (U.K.) Limited on
behalf of Fidelity Advisor Annuity Overseas Fund, dated November 18, 1994,
is incorporated herein by reference to Exhibit 5(q) to Post-Effective
Amendment No. 1.
(6) (a) General Distribution Agreement between Fidelity Advisor Annuity
Overseas Fund and Fidelity Distributors Corporation, dated November 18,
1994, is incorporated herein by reference to Exhibit 6(a) to Post-Effective
Amendment No. 1.
(b) General Distribution Agreement between Fidelity Advisor Annuity Growth
Opportunities Fund and Fidelity Distributors Corporation, dated November
18, 1994, is incorporated herein by reference to Exhibit 6(b) to
Post-Effective Amendment No. 1.
(c) General Distribution Agreement between Fidelity Advisor Annuity Income
& Growth Fund and Fidelity Distributors Corporation, dated November 18,
1994, is incorporated herein by reference to Exhibit 6(c) to Post-Effective
Amendment No. 1.
(d) General Distribution Agreement between Fidelity Advisor Annuity
Government Investment Fund and Fidelity Distributors Corporation, dated
November 18, 1994, is incorporated herein by reference to Exhibit 6(d) to
Post-Effective Amendment No. 1.
(e) General Distribution Agreement between Fidelity Advisor Annuity High
Yield Fund and Fidelity Distributors Corporation, dated November 18, 1994,
is incorporated herein by reference to Exhibit 6(e) to Post-Effective
Amendment No. 1.
(f) General Distribution Agreement between Fidelity Advisor Annuity Money
Market Fund and Fidelity Distributors Corporation, dated November 18, 1994,
is incorporated herein by reference to Exhibit 6(f) to Post-Effective
Amendment No. 1.
(g) General Distribution Agreement between Fidelity Advisor Growth &
Income Portfolio and Fidelity Distributors Corporation, will be filed by
subsequent amendment.
(7) Retirement Plan for Non-Interested Person Trustees, Directors or
General Partners, effective August 1, 1993, is incorporated herein by
reference to Exhibit 7 to Fidelity Union Street Trust's Post-Effective
Amendment No. 87 (File No. 2-50318).
(8) (a) Custodian Agreement and Appendix C, dated December 1, 1994, between
The Bank of New York and Fidelity Advisor Annuity Fund on behalf of Money
Market Fund, Government Investment Fund, and High Yield Fund is
incorporated herein by reference to Exhibit 8(a) of Fidelity Hereford
Street Trust's Post-Effective Amendment No. 4 (File No. 33-52577).
(b) Appendix A, dated September 14, 1995, to the Custodian Agreement,
dated December 1, 1994, between The Bank of New York and Fidelity Advisor
Annuity Fund on behalf of Money Market Fund, Government Investment Fund,
and High Yield Fund is incorporated herein by reference to Exhibit 8(d) of
Fidelity Charles Street Trust's Post-Effective Amendment No. 54 (File No.
2-73133).
(c) Appendix B, dated September 14, 1995, to the Custodian Agreement,
dated December 1, 1994, between The Bank of New York and Fidelity Advisor
Annuity Fund on behalf of Money Market Fund, Government Investment Fund,
and High Yield Fund is incorporated herein by reference to Exhibit 8(e) of
Fidelity Charles Street Trust's Post-Effective Amendment No. 54 (File No.
2-73133).
(d) Custodian Agreement, Appendix A, and Appendix C, dated August 1, 1994,
between The Chase Manhattan Bank, N.A. and Fidelity Advisor Annuity Fund on
behalf of Income & Growth Fund and Overseas Fund is incorporated herein by
reference to Exhibit 8(a) of Fidelity Investment Trust's Post-Effective
Amendment No. 59 (File No. 2-90649).
(e) Appendix B, dated September 14, 1995, to the Custodian Agreement,
dated August 1, 1994, between The Chase Manhattan Bank, N.A. and Fidelity
Advisor Annuity Fund on behalf of Income & Growth Fund and Overseas Fund is
incorporated herein by reference to Exhibit 8(b) of Fidelity Charles Street
Trust's Post-Effective Amendment No. 54 (File No. 2-73133).
(f) Custodian Agreement and Appendix C, dated September 1, 1994, between
Brown Brothers Harriman & Company and Fidelity Advisor Annuity Fund on
behalf of Growth Opportunities Fund is incorporated herein by reference to
Exhibit 8(a) of Fidelity Commonwealth Trust's Post-Effective Amendment No.
56 (File No. 2-52322).
(g) Appendix A, dated September 14, 1995, to the Custodian Agreement,
dated September 1, 1994, between Brown Brothers Harriman & Company and
Fidelity Advisor Annuity Fund on behalf of Growth Opportunities Fund is
incorporated herein by reference to Exhibit 8(b) of Fidelity Mt. Vernon
Street Trust's Post-Effective Amendment No. 33 (File No. 2-79755).
(h) Appendix B, dated September 14, 1995, to the Custodian Agreement,
dated September 1, 1994, between Brown Brothers Harriman & Company and
Fidelity Advisor Annuity Fund on behalf of Growth Opportunities Fund is
incorporated herein by reference to Exhibit 8(b) of Fidelity Capital
Trust's Post-Effective Amendment No. 63 (File No. 2-61760).
(9) None.
(10) Not applicable.
(11)(a) Consent of Coopers & Lybrand L.L.P. is incorporated by reference to
Exhibit 11(a) to Post-Effective Amendment No. 5.
(11)(b) Consent of Price Waterhouse LLP is incorporated by reference to
Exhibit 11(b) to Post-Effective Amendment No. 5.
(12) Not applicable.
(13) None.
(14) None.
(15) (a) Distribution and Service Plan pursuant to Rule 12b-1 for
Fidelity Advisor Annuity Overseas Fund is incorporated herein by reference
to Exhibit 15(a) of the Registration Statement.
(b) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity
Advisor Annuity Growth Opportunities Fund is incorporated herein by
reference to Exhibit 15(b) of the Registration Statement.
(c) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity
Advisor Annuity Income & Growth Fund is incorporated herein by reference to
Exhibit 15(c) of the Registration Statement.
(d) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity
Advisor Annuity Government Investment Fund is incorporated herein by
reference to Exhibit 15(d) of the Registration Statement.
(e) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity
Advisor Annuity High Yield Fund is incorporated herein by reference to
Exhibit 15(e) of the Registration Statement.
(f) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity
Advisor Annuity Money Market Fund is incorporated herein by reference to
Exhibit 15(f) of the Registration Statement.
(g) Distribution and Service Plan pursuant to Rule 12b-1 for Fidelity
Advisor Annuity Growth & Income Portfolio will be filed by subsequent
amendment.
(16) (a) Schedule for Computation of performance quotations (for 7-day
yield and total return, using Money Market as an example) was filed
electronically and is incorporated by reference to Exhibit 16 to
Post-Effective Amendment No. 3.
(b) A schedule for the computation of a moving average (using Income &
Growth as an example) was filed electronically and is incorporated by
reference to Exhibit 16(a) to Post-Effective Amendment No. 3.
(17) Financial Data Schedules are filed herein as Exhibit 17.
(18) Not Applicable.
Item 25. Persons Controlled by or Under Common Control with Registrant
The Board of Trustees of Registrant is the same as the Board of Trustees
of other funds advised by Fidelity Management & Research Company ("FMR").
In addition, the officers of these funds are substantially identical.
Registrant takes the position that it is not under common control with any
of the above funds since the power residing in the respective companies,
boards and officers arises in each instance as the result of an official
position with the respective funds.
Item 26. Number of Holders of Securities
March 31, 1997
Title of Class Number of Record Holders
Growth & Income Portfolio 10
Growth Opportunities Portfolio 8
Balanced Portfolio 7
Item 27. Indemnification
Article XI, Section 2 of the Declaration of Trust sets forth the
reasonable and fair means for determining whether indemnification shall be
provided to any past or present Trustee or officer. It states that the
Registrant shall indemnify any present or past Trustee or officer to the
fullest extent permitted by law against liability and all expenses
reasonably incurred by him in connection with any claim, action, suit, or
proceeding in which he is involved by virtue of his service as a Trustee,
an officer, or both. Additionally, amounts paid or incurred in settlement
of such matters are covered by this indemnification. Indemnification will
not be provided in certain circumstances, however. These include instances
of willful misfeasance, bad faith, gross negligence, and reckless disregard
of the duties involved in the conduct of the particular office involved.
Pursuant to Section 11 of the Distribution Agreement, the Registrant
agrees to indemnify and hold harmless the Distributor and each of its
directors and officers and each person, if any, who controls the
Distributor within the meaning of Section 15 of the 1933 Act against any
loss, liability, claim, damages or expense arising by reason of any person
acquiring any shares, based upon the ground that the registration
statement, Prospectus, Statement of Additional Information, shareholder
reports or other information filed or made public by the Registrant
included a materially misleading statement or omission. However, the
Registrant does not agree to indemnify the Distributor or hold it harmless
to the extent that the statement or omission was made in reliance upon, and
in conformity with, information furnished to the Registrant by or on behalf
of the Distributor. The Registrant does not agree to indemnify the parties
against any liability to which they would be subject by reason of willful
misfeasance, bad faith, gross negligence, and reckless disregard of the
obligations and duties under the Distribution Agreement.
Pursuant to the agreement by which Fidelity Service Company ("Service") is
appointed sub-transfer agent, the Transfer Agent agrees to indemnify
Service for its losses, claims, damages, liabilities and expenses to the
extent the Transfer Agent is entitled to and receives indemnification from
the Registrant for the same events. Under the Transfer Agency Agreement,
the Registrant agrees to indemnify and hold the Transfer Agent harmless
against any losses, claims, damages, liabilities, or expenses resulting
from:
(1) any claim, demand, action or suit brought by any person other than the
Registrant, which names the Transfer Agent and/or the Registrant as a party
and is not based on and does not result from the Transfer Agent's willful
misfeasance, bad faith, negligence or reckless disregard of its duties, and
arises out of or in connection with the Transfer Agent's performance under
the Transfer Agency Agreement; or
(2) any claim, demand, action or suit (except to the extent contributed to
by the Transfer Agent's willful misfeasance, bad faith, negligence or
reckless disregard of its duties) which results from the negligence of the
Registrant, or from the Transfer Agent's acting upon any instruction(s)
reasonably believed by it to have been executed or communicated by any
person duly authorized by the Registrant, or as a result of the Transfer
Agent's acting in reliance upon advice reasonably believed by the Transfer
Agent to have been given by counsel for the Registrant, or as a result of
the Transfer Agent's acting in reliance upon any instrument or stock
certificate reasonably believed by it to have been genuine and signed,
countersigned or executed by the proper person.
Item 28. Business and Other Connections of Investment Adviser
(1) FIDELITY MANAGEMENT & RESEARCH COMPANY
FMR serves as investment adviser to a number of other investment
companies. The directors and officers of the Adviser have held, during the
past two fiscal years, the following positions of a substantial nature.
<TABLE>
<CAPTION>
<S> <C>
Edward C. Johnson 3d Chairman of the Executive Committee of FMR; President
and Chief Executive Officer of FMR Corp.; Chairman of
the Board and a Director of FMR, FMR Corp., FMR Texas
Inc., Fidelity Management & Research (U.K.) Inc., and
Fidelity Management & Research (Far East) Inc.; President
and Trustee of funds advised by FMR.
J. Gary Burkhead President of FMR; Managing Director of FMR Corp.;
President and a Director of FMR Texas Inc., Fidelity
Management & Research (U.K.) Inc., and Fidelity
Management & Research (Far East) Inc.; Senior Vice
President and Trustee of funds advised by FMR.
Peter S. Lynch Vice Chairman and Director of FMR.
Robert Beckwitt Vice President of FMR and of funds advised by FMR.
David Breazzano Vice President of FMR (1993) and of a fund advised by
FMR.
Stephan Campbell Vice President of FMR (1993).
Dwight Churchill Vice President of FMR (1993).
William Danoff Vice President of FMR (1993) and of a fund advised by
FMR.
Scott DeSano Vice President of FMR (1993).
Penelope Dobkin Vice President of FMR and of a fund advised by FMR.
Larry Domash Vice President of FMR (1993).
George Domolky Vice President of FMR (1993) and of a fund advised by
FMR.
Robert K. Duby Vice President of FMR.
Margaret L. Eagle Vice President of FMR and of a fund advised by FMR.
Kathryn L. Eklund Vice President of FMR.
Richard B. Fentin Senior Vice President of FMR (1993) and of a fund advised
by FMR.
Daniel R. Frank Vice President of FMR and of funds advised by FMR.
Michael S. Gray Vice President of FMR and of funds advised by FMR.
Lawrence Greenberg Vice President of FMR (1993).
Barry A. Greenfield Vice President of FMR and of a fund advised by FMR.
William J. Hayes Senior Vice President of FMR; Equity Division Leader.
Robert Haber Vice President of FMR and of funds advised by FMR.
Richard C. Habermann Senior Vice President of FMR (1993).
Daniel Harmetz Vice President of FMR and of a fund advised by FMR.
Ellen S. Heller Vice President of FMR.
</TABLE>
John Hickling Vice President of FMR (1993) and of funds advised by
FMR.
<TABLE>
<CAPTION>
<S> <C>
Robert F. Hill Vice President of FMR; Director of Technical Research.
Curtis Hollingsworth Vice President of FMR (1993).
Stephen P. Jonas Treasurer and Vice President of FMR (1993)); Treasurer of
FMR Texas Inc. (1993), Fidelity Management & Research
(U.K.) Inc. (1993), and Fidelity Management & Research
(Far East) Inc. (1993).
David B. Jones Vice President of FMR (1993).
Steven Kaye Vice President of FMR (1993) and of a fund advised by
FMR.
Frank Knox Vice President of FMR (1993).
Robert A. Lawrence Senior Vice President of FMR (1993); High Income
Division Leader.
Alan Leifer Vice President of FMR and of a fund advised by FMR.
Harris Leviton Vice President of FMR (1993) and of a fund advised by
FMR.
Bradford E. Lewis Vice President of FMR and of funds advised by FMR.
Malcolm W. MacNaught III Vice President of FMR (1993).
Robert H. Morrison Vice President of FMR; Director of Equity Trading.
David Murphy Vice President of FMR and of funds advised by FMR.
Andrew Offit Vice President of FMR (1993).
Jacques Perold Vice President of FMR.
Anne Punzak Vice President of FMR and of funds advised by FMR.
Lee Sandwen Vice President of FMR (1993).
Patricia A. Satterthwaite Vice President of FMR (1993) and of a fund advised by
FMR.
Thomas T. Soviero Vice President of FMR (1993).
Richard Spillane Vice President of FMR; Senior Vice President and Director
of Operations and Compliance of FMR U.K. (1993).
Robert E. Stansky Senior Vice President of FMR (1993) and of funds advised
by FMR.
Gary L. Swayze Vice President of FMR and of funds advised by FMR;
Tax-Free Fixed-Income Group Leader.
Thomas Sweeney Vice President of FMR (1993).
Beth F. Terrana Senior Vice President of FMR (1993) and of funds advised
by FMR.
Joel Tillinghast Vice President of FMR (1993) and of a fund advised by
FMR.
Robert Tucket Vice President of FMR (1993).
George A. Vanderheiden Senior Vice President of FMR; Vice President of funds
advised by FMR; Growth Group Leader.
Arthur S. Loring Senior Vice President (1993), Clerk, and General Counsel
of FMR; Vice President, Legal of FMR Corp.; Secretary of
funds advised by FMR.
</TABLE>
(2) FIDELITY MANAGEMENT & RESEARCH (U.K.) INC. (FMR U.K.)
FMR U.K. provides investment advisory services to Fidelity Management &
Research Company and Fidelity Management Trust Company. The directors and
officers of the Sub-Adviser have held the following positions of a
substantial nature during the past two fiscal years.
<TABLE>
<CAPTION>
<S> <C>
Edward C. Johnson 3d Chairman and Director of FMR U.K.; Chairman of the
Executive Committee of FMR; Chief Executive Officer of FMR
Corp.; Chairman of the Board and a Director of FMR, FMR
Corp., FMR Texas Inc., and Fidelity Management & Research
(Far East) Inc.; President and Trustee of funds advised by FMR.
J. Gary Burkhead President and Director of FMR U.K.; President of FMR;
Managing Director of FMR Corp.; President and a Director of
FMR Texas Inc. and Fidelity Management & Research (Far
East) Inc.; Senior Vice President and Trustee of funds advised
by FMR.
Richard C. Habermann Senior Vice President of FMR U.K.; Senior Vice President of
Fidelity Management & Research (Far East) Inc.; Director of
Worldwide Research of FMR.
Richard Spillane Senior Vice President and Director of Operations and
Compliance of FMR U.K. (1993).
Stephen P. Jonas Treasurer of FMR U.K. (1993), Fidelity Management &
Research (Far East) Inc. (1993), and FMR Texas Inc. (1993);
Treasurer and Vice President of FMR (1993).
David Weinstein Clerk of FMR U.K.; Clerk of Fidelity Management & Research
(Far East) Inc.; Secretary of FMR Texas Inc.
</TABLE>
(3) FIDELITY MANAGEMENT & RESEARCH (FAR EAST) INC. (FMR Far East)
FMR Far East provides investment advisory services to Fidelity Management
& Research Company and Fidelity Management Trust Company. The directors
and officers of the Sub-Adviser have held the following positions of a
substantial nature during the past two fiscal years.
<TABLE>
<CAPTION>
<S> <C>
Edward C. Johnson 3d Chairman and Director of FMR Far East; Chairman of the
Executive Committee of FMR; Chief Executive Officer of
FMR Corp.; Chairman of the Board and a Director of
FMR, FMR Corp., FMR Texas Inc. and Fidelity
Management & Research (U.K.) Inc.; President and
Trustee of funds advised by FMR.
J. Gary Burkhead President and Director of FMR Far East; President of
FMR; Managing Director of FMR Corp.; President and a
Director of FMR Texas Inc. and Fidelity Management &
Research (U.K.) Inc.; Senior Vice President and Trustee
of funds advised by FMR.
Richard C. Habermann Senior Vice President of FMR Far East; Senior Vice
President of Fidelity Management & Research (U.K.)
Inc.; Director of Worldwide Research of FMR.
William R. Ebsworth Vice President of FMR Far East.
Bill Wilder Vice President of FMR Far East (1993).
Stephen P. Jonas Treasurer of FMR Far East (1993), Fidelity Management
& Research (U.K.) Inc. (1993), and FMR Texas Inc.
(1993); Treasurer and Vice President of FMR (1993).
David C. Weinstein Clerk of FMR Far East; Clerk of Fidelity Management &
Research (U.K.) Inc.; Secretary of FMR Texas Inc.
</TABLE>
(4) FMR TEXAS INC. (FMR Texas)
FMR Texas provides investment advisory services to Fidelity Management &
Research Company. The directors and officers of the Sub-Adviser have held
the following positions of a substantial nature during the past two fiscal
years.
<TABLE>
<CAPTION>
<S> <C>
Edward C. Johnson 3d Chairman and Director of FMR Texas; Chairman of the
Executive Committee of FMR; President and Chief
Exective Officer of FMR Corp.; Chairman of the Board
and a Director of FMR, FMR Corp., Fidelity
Management & Research (Far East) Inc. and Fidelity
Management & Research (U.K.) Inc.; President and
Trustee of funds advised by FMR.
J. Gary Burkhead President and Director of FMR Texas; President of FMR;
Managing Director of FMR Corp.; President and a
Director of Fidelity Management & Research (Far East)
Inc. and Fidelity Management & Research (U.K.) Inc.;
Senior Vice President and Trustee of funds advised by
FMR.
Fred L. Henning, Jr. Senior Vice President of FMR Texas; Fixed-Income
Division Leader (1995).
Robert Auld Vice President of FMR Texas (1993).
Leland Barron Vice President of FMR Texas and of funds advised by
FMR.
Robert Litterst Vice President of FMR Texas and of funds advised by
FMR (1993).
Thomas D. Maher Vice President of FMR Texas and Assistant Vice
President of funds advised by FMR.
Burnell R. Stehman Vice President of FMR Texas and of funds advised by
FMR.
John J. Todd Vice President of FMR Texas and of funds advised by
FMR.
Sarah H. Zenoble Vice President of FMR Texas; Money Market Division
Leader (1995).
Stephen P. Jonas Treasurer of FMR Texas Inc. (1993), Fidelity
Management & Research (U.K.) Inc. (1993), and Fidelity
Mangement & Research (Far East) Inc. (1993); Treasurer
and Vice President of FMR (1993).
David C. Weinstein Secretary of FMR Texas; Clerk of Fidelity Management
& Research (U.K.) Inc.; Clerk of Fidelity Management &
Research (Far East) Inc.
(5) FIDELITY INTERNATIONAL INVESTMENT ADVISORS
Pembroke Hall, 42 Crow Lane, Pembroke, Bermuda
The directors and officers of Fidelity International Investment Advisors
(FIIA) have held, during the past two fiscal years, the following positions
of a substantial nature.
Anthony J. Bolton Director of FIIA and FIIAL (U.K.); Director of Fidelity
International Management Holdings Limited.
Martin P. Cambridge Director of FIIA and FIIAL (U.K.); Chief Financial
Officer of Fidelity International Ltd. and Fidelity
Investment Services Ltd.
Charles T. Collis Director of FIIA; Partner in Conyers, Dill & Pearman,
Hamilton, Bermuda; Secretary to many companies in the
Fidelity international group of companies.
William R. Ebsworth Director of FIIA.
Brett P. Goodin Director, Vice President, and Secretary of FIIA (1994).
Terrence V. Richards Assistant Secretary of FIIA (1994).
David J. Saul Director and President of FIIA; Director of Fidelity
International Limited.
(6) FIDELITY INTERNATIONAL INVESTMENT ADVISORS (U.K.) LIMITED
27-28 Lovat Lane, London, England
The directors and officers of Fidelity International Investment Advisors
(U.K.) Limited (FIIAL (U.K.)) have held, during the past two fiscal years,
the following positions of a substantial nature.
Anthony J. Bolton Director of FIIAL (U.K.) and FIIA; Director of Fidelity
International Management Holdings Limited.
Martin P. Cambridge Director and Secretary of FIIAL (U.K.) and FIIA; Chief
Financial Officer of Fidelity Investments Japan Limited,
Fidelity International Ltd., and Fidelity Investment
Services Ltd.
C. Bruce Johnstone Director of FIIAL (U.K.).
</TABLE>
Item 29. Principal Underwriters
(a) Fidelity Distributors Corporation (FDC) acts as distributor for most
funds advised by FMR.
(b)
Name and Principal Positions and Offices Positions and Offices
Business Address* With Underwriter With Registrant
Edward C. Johnson 3d Director Trustee and President
Michael Mlinac Director None
Mark Peterson Director None
Neal Litvack President None
Arthur S. Loring Vice President and Clerk Secretary
Caron Ketchum Treasurer and Controller None
Gary Greenstein Assistant Treasurer None
Jay Freedman Assistant Clerk None
Linda Holland Compliance Officer None
* 82 Devonshire Street, Boston, MA
(c) Not applicable.
Item 30. Location of Accounts and Records
All accounts, books, and other documents required to be maintained by
Section 31a of the 1940 Act and the Rules promulgated thereunder are
maintained by Fidelity Management & Research Company or Fidelity Service
Co., 82 Devonshire Street, Boston, MA 02109, or the funds' respective
custodian: The Bank of New York, 110 Washington Street, New York, N.Y, The
Chase Manhattan Bank, 1211 Avenue of the Americas, New York, N.Y, or Brown
Brothers Harriman & Co., 40 Water Street, Boston, MA.
Item 31. Management Services - Not applicable.
Item 32. Undertakings
The Registrant undertakes to file a Post-Effective Amendment using
financial statements for Variable Insurance Products Fund III, which need
to be certified within six months of the fund's effectiveness, unless
permitted by the SEC to extend this period.
The Registrant, on behalf of Variable Insurance Products Fund III: Growth
& Income Portfolio, Growth Opportunities Portfolio and Balanced Portfolio,
provided the information required by Item 5A is contained in the annual
report, undertakes to furnish to each person to whom a prospectus has been
delivered, upon their request and without charge, a copy of the
Registrant's latest annual report to shareholders.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1933 and the
Investment Company Act of 1940, the Registrant certifies that it meets all
of the requirements for the effectiveness of this Registration Statement
pursuant to Rule 485(b) under the Securities Act of 1933 and has duly
caused this Post-Effective Amendment No. 6 to the Registration Statement to
be signed on its behalf by the undersigned, thereunto duly authorized, in
the City of Boston, and Commonwealth of Massachusetts, on the 16th day of
May 1997.
VARIABLE INSURANCE PRODUCTS FUND III
By /s/Edward C. Johnson 3d (dagger)
Edward C. Johnson 3d, President
Pursuant to the requirements of the Securities Act of 1933, this
Registration Statement has been signed below by the following persons in
the capacities and on the dates indicated.
(Signature) (Title) (Date)
<TABLE>
<CAPTION>
<S> <C> <C>
/s/Edward C. Johnson 3d (dagger) President and Trustee May 16, 1997
Edward C. Johnson 3d (Principal Executive Officer)
/s/Kenneth A. Rathgeber * Treasurer May 16, 1997
Kenneth A. Rathgeber
/s/J. Gary Burkhead Trustee May 16, 1997
J. Gary Burkhead
/s/Ralph F. Cox ** Trustee May 16, 1997
Ralph F. Cox
/s/Phyllis Burke Davis ** Trustee May 16, 1997
Phyllis Burke Davis
/s/E. Bradley Jones ** Trustee May 16, 1997
E. Bradley Jones
/s/Donald J. Kirk ** Trustee May 16, 1997
Donald J. Kirk
/s/Peter S. Lynch ** Trustee May 16, 1997
Peter S. Lynch
/s/Marvin L. Mann ** Trustee May 16, 1997
Marvin L. Mann
/s/William O. McCoy ** Trustee May 16, 1997
William O. McCoy
/s/Gerald C. McDonough ** Trustee May 16, 1997
Gerald C. McDonough
/s/Thomas R. Williams ** Trustee May 16, 1997
Thomas R. Williams
</TABLE>
(dagger) Signatures affixed by J. Gary Burkhead pursuant to a power of
attorney dated January 3, 1997 and filed herewith.
* Signature affixed by John H. Costello pursuant to a power of attorney
dated December 19, 1996 and filed herewith.
** Signature affixed by Robert C. Hacker pursuant to a power of attorney
dated December 19, 1996 and filed herewith.
POWER OF ATTORNEY
I, the undersigned President and Director, Trustee, or General Partner, as
the case may be, of the following investment companies:
<TABLE>
<CAPTION>
<S> <C>
Fidelity Aberdeen Street Trust Fidelity Government Securities Fund
Fidelity Advisor Annuity Fund Fidelity Hastings Street Trust
Fidelity Advisor Series I Fidelity Hereford Street Trust
Fidelity Advisor Series II Fidelity Income Fund
Fidelity Advisor Series III Fidelity Institutional Cash Portfolios
Fidelity Advisor Series IV Fidelity Institutional Tax-Exempt Cash Portfolios
Fidelity Advisor Series V Fidelity Institutional Trust
Fidelity Advisor Series VI Fidelity Investment Trust
Fidelity Advisor Series VII Fidelity Magellan Fund
Fidelity Advisor Series VIII Fidelity Massachusetts Municipal Trust
Fidelity Beacon Street Trust Fidelity Money Market Trust
Fidelity Boston Street Trust Fidelity Mt. Vernon Street Trust
Fidelity California Municipal Trust Fidelity Municipal Trust
Fidelity California Municipal Trust II Fidelity Municipal Trust II
Fidelity Capital Trust Fidelity New York Municipal Trust
Fidelity Charles Street Trust Fidelity New York Municipal Trust II
Fidelity Commonwealth Trust Fidelity Phillips Street Trust
Fidelity Congress Street Fund Fidelity Puritan Trust
Fidelity Contrafund Fidelity Revere Street Trust
Fidelity Corporate Trust Fidelity School Street Trust
Fidelity Court Street Trust Fidelity Securities Fund
Fidelity Court Street Trust II Fidelity Select Portfolios
Fidelity Covington Trust Fidelity Sterling Performance Portfolio, L.P.
Fidelity Daily Money Fund Fidelity Summer Street Trust
Fidelity Daily Tax-Exempt Fund Fidelity Trend Fund
Fidelity Destiny Plans Fidelity U.S. Investments-Bond Fund, L.P.
Fidelity Destiny Portfolios Fidelity U.S. Investments-Government Securities
Fidelity Deutsche Mark Performance Fund, L.P.
Portfolio, L.P. Fidelity Union Street Trust
Fidelity Devonshire Trust Fidelity Union Street Trust II
Fidelity Exchange Fund Fidelity Yen Performance Portfolio, L.P.
Fidelity Financial Trust Variable Insurance Products Fund
Fidelity Fixed-Income Trust Variable Insurance Products Fund II
</TABLE>
plus any other investment company for which Fidelity Management & Research
Company or an affiliate acts as investment adviser and for which the
undersigned individual serves as President and Director, Trustee, or
General Partner (collectively, the "Funds"), hereby constitute and appoint
J. Gary Burkhead my true and lawful attorney-in-fact, with full power of
substitution, and with full power to him to sign for me and in my name in
the appropriate capacity, all Registration Statements of the Funds on Form
N-1A, Form N-8A, Form N-8B-2, or any successor thereto, any and all
subsequent Amendments, Pre-Effective Amendments, or Post-Effective
Amendments to said Registration Statements on Form N-1A or any successor
thereto, any Registration Statements on Form N-14, and any supplements or
other instruments in connection therewith, and generally to do all such
things in my name and behalf in connection therewith as said
attorney-in-fact deems necessary or appropriate, to comply with the
provisions of the Securities Act of 1933 and the Investment Company Act of
1940, and all related requirements of the Securities and Exchange
Commission. I hereby ratify and confirm all that said attorney-in-fact or
his substitutes may do or cause to be done by virtue hereof. This power of
attorney is effective for all documents filed on or after January 3, 1997.
WITNESS my hand on the date set forth below.
/s/Edward C. Johnson 3d January 3, 1997
Edward C. Johnson 3d
POWER OF ATTORNEY
I, the undersigned Treasurer and principal financial and accounting
officer of the following investment companies:
<TABLE>
<CAPTION>
<S> <C>
Fidelity Aberdeen Street Trust Fidelity Government Securities Fund
Fidelity Advisor Annuity Fund Fidelity Hastings Street Trust
Fidelity Advisor Series I Fidelity Hereford Street Trust
Fidelity Advisor Series II Fidelity Income Fund
Fidelity Advisor Series III Fidelity Institutional Cash Portfolios
Fidelity Advisor Series IV Fidelity Institutional Tax-Exempt Cash Portfolios
Fidelity Advisor Series V Fidelity Institutional Trust
Fidelity Advisor Series VI Fidelity Investment Trust
Fidelity Advisor Series VII Fidelity Magellan Fund
Fidelity Advisor Series VIII Fidelity Massachusetts Municipal Trust
Fidelity Beacon Street Trust Fidelity Money Market Trust
Fidelity Boston Street Trust Fidelity Mt. Vernon Street Trust
Fidelity California Municipal Trust Fidelity Municipal Trust
Fidelity California Municipal Trust II Fidelity Municipal Trust II
Fidelity Capital Trust Fidelity New York Municipal Trust
Fidelity Charles Street Trust Fidelity New York Municipal Trust II
Fidelity Commonwealth Trust Fidelity Phillips Street Trust
Fidelity Congress Street Fund Fidelity Puritan Trust
Fidelity Contrafund Fidelity Revere Street Trust
Fidelity Corporate Trust Fidelity School Street Trust
Fidelity Court Street Trust Fidelity Securities Fund
Fidelity Court Street Trust II Fidelity Select Portfolios
Fidelity Covington Trust Fidelity Sterling Performance Portfolio, L.P.
Fidelity Daily Money Fund Fidelity Summer Street Trust
Fidelity Daily Tax-Exempt Fund Fidelity Trend Fund
Fidelity Destiny Portfolios Fidelity U.S. Investments-Bond Fund, L.P.
Fidelity Deutsche Mark Performance Fidelity U.S. Investments-Government Securities
Portfolio, L.P. Fund, L.P.
Fidelity Devonshire Trust Fidelity Union Street Trust
Fidelity Exchange Fund Fidelity Union Street Trust II
Fidelity Financial Trust Fidelity Yen Performance Portfolio, L.P.
Fidelity Fixed-Income Trust Variable Insurance Products Fund
Variable Insurance Products Fund II
</TABLE>
plus any other investment company for which Fidelity Management & Research
Company or an affiliate acts as investment adviser and for which the
undersigned individual serves as President and Director, Trustee, or
General Partner (collectively, the "Funds"), hereby constitute and appoint
John H. Costello and John E. Ferris each of them singly my true and lawful
attorneys-in-fact, with full power of substitution, and with full power to
each of them to sign for me and in my name in the appropriate capacity, all
Registration Statements of the Funds on Form N-1A, Form N-8A or any
successor thereto, any and all subsequent Amendments, Pre-Effective
Amendments, or Post-Effective Amendments to said Registration Statements on
Form N-1A or any successor thereto, any Registration Statements on Form
N-14, and any supplements or other instruments in connection therewith, and
generally to do all such things in my name and behalf in connection
therewith as said attorneys-in-fact deems necessary or appropriate, to
comply with the provisions of the Securities Act of 1933 and the Investment
Company Act of 1940, and all related requirements of the Securities and
Exchange Commission. I hereby ratify and confirm all that said
attorneys-in-fact or their substitutes may do or cause to be done by virtue
hereof. This power of attorney is effective for all documents filed on or
after January 1, 1997.
WITNESS my hand on the date set forth below.
/s/Kenneth A. Rathgeber__________ December 19, 1996
Kenneth A. Rathgeber
POWER OF ATTORNEY
We, the undersigned Directors, Trustees, or General Partners, as the case
may be, of the following investment companies:
<TABLE>
<CAPTION>
<S> <C>
Fidelity Aberdeen Street Trust Fidelity Government Securities Fund
Fidelity Advisor Annuity Fund Fidelity Hastings Street Trust
Fidelity Advisor Series I Fidelity Hereford Street Trust
Fidelity Advisor Series II Fidelity Income Fund
Fidelity Advisor Series III Fidelity Institutional Cash Portfolios
Fidelity Advisor Series IV Fidelity Institutional Tax-Exempt Cash Portfolios
Fidelity Advisor Series V Fidelity Institutional Trust
Fidelity Advisor Series VI Fidelity Investment Trust
Fidelity Advisor Series VII Fidelity Magellan Fund
Fidelity Advisor Series VIII Fidelity Massachusetts Municipal Trust
Fidelity Beacon Street Trust Fidelity Money Market Trust
Fidelity Boston Street Trust Fidelity Mt. Vernon Street Trust
Fidelity California Municipal Trust Fidelity Municipal Trust
Fidelity California Municipal Trust II Fidelity Municipal Trust II
Fidelity Capital Trust Fidelity New York Municipal Trust
Fidelity Charles Street Trust Fidelity New York Municipal Trust II
Fidelity Commonwealth Trust Fidelity Phillips Street Trust
Fidelity Congress Street Fund Fidelity Puritan Trust
Fidelity Contrafund Fidelity Revere Street Trust
Fidelity Corporate Trust Fidelity School Street Trust
Fidelity Court Street Trust Fidelity Securities Fund
Fidelity Court Street Trust II Fidelity Select Portfolios
Fidelity Covington Trust Fidelity Sterling Performance Portfolio, L.P.
Fidelity Daily Money Fund Fidelity Summer Street Trust
Fidelity Daily Tax-Exempt Fund Fidelity Trend Fund
Fidelity Destiny Portfolios Fidelity U.S. Investments-Bond Fund, L.P.
Fidelity Deutsche Mark Performance Fidelity U.S. Investments-Government Securities
Portfolio, L.P. Fund, L.P.
Fidelity Devonshire Trust Fidelity Union Street Trust
Fidelity Exchange Fund Fidelity Union Street Trust II
Fidelity Financial Trust Fidelity Yen Performance Portfolio, L.P.
Fidelity Fixed-Income Trust Variable Insurance Products Fund
Variable Insurance Products Fund II
</TABLE>
plus any other investment company for which Fidelity Management & Research
Company or an affiliate acts as investment adviser and for which the
undersigned individual serves as Directors, Trustees, or General Partners
(collectively, the "Funds"), hereby constitute and appoint Arthur J. Brown,
Arthur C. Delibert, Stephanie A. Djinis, Robert C. Hacker, Thomas M.
Leahey, Richard M. Phillips, and Dana L. Platt, each of them singly, our
true and lawful attorneys-in-fact, with full power of substitution, and
with full power to each of them, to sign for us and in our names in the
appropriate capacities, all Registration Statements of the Funds on Form
N-1A, Form N-8A or any successor thereto, any and all subsequent
Amendments, Pre-Effective Amendments, or Post-Effective Amendments to said
Registration Statements on Form N-1A or any successor thereto, any
Registration Statements on Form N-14, and any supplements or other
instruments in connection therewith, and generally to do all such things in
our names and behalf in connection therewith as said attorneys-in-fact
deems necessary or appropriate, to comply with the provisions of the
Securities Act of 1933 and the Investment Company Act of 1940, and all
related requirements of the Securities and Exchange Commission. I hereby
ratify and confirm all that said attorneys-in-fact or their substitutes may
do or cause to be done by virtue hereof. This power of attorney is
effective for all documents filed on or after January 1, 1997.
WITNESS our hands on this nineteenth day of December, 1996.
/s/Edward C. Johnson 3d___________ /s/Peter S. Lynch________________
Edward C. Johnson 3d Peter S. Lynch
/s/J. Gary Burkhead_______________ /s/William O. McCoy______________
J. Gary Burkhead William O. McCoy
/s/Ralph F. Cox __________________ /s/Gerald C. McDonough___________
Ralph F. Cox Gerald C. McDonough
/s/Phyllis Burke Davis_____________ /s/Marvin L. Mann________________
Phyllis Burke Davis Marvin L. Mann
/s/E. Bradley Jones________________ /s/Thomas R. Williams ____________
E. Bradley Jones Thomas R. Williams
/s/Donald J. Kirk __________________
Donald J. Kirk
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000927384
<NAME> Variable Insurance Products Fund III
<SERIES>
<NUMBER> 11
<NAME> Money Market Fund
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> Year
<FISCAL-YEAR-END> dec-31-1996
<PERIOD-END> dec-31-1996
<INVESTMENTS-AT-COST> 29,595
<INVESTMENTS-AT-VALUE> 29,595
<RECEIVABLES> 259
<ASSETS-OTHER> 119
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 29,973
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 32
<TOTAL-LIABILITIES> 32
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 29,941
<SHARES-COMMON-STOCK> 29,941
<SHARES-COMMON-PRIOR> 28,975
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 0
<NET-ASSETS> 29,941
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 1,844
<OTHER-INCOME> 0
<EXPENSES-NET> 154
<NET-INVESTMENT-INCOME> 1,690
<REALIZED-GAINS-CURRENT> 1
<APPREC-INCREASE-CURRENT> 0
<NET-CHANGE-FROM-OPS> 1,691
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 1,690
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 36,041
<NUMBER-OF-SHARES-REDEEMED> 36,765
<SHARES-REINVESTED> 1,690
<NET-CHANGE-IN-ASSETS> 967
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (1)
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 67
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 154
<AVERAGE-NET-ASSETS> 32,604
<PER-SHARE-NAV-BEGIN> 1.000
<PER-SHARE-NII> .052
<PER-SHARE-GAIN-APPREC> 0
<PER-SHARE-DIVIDEND> .052
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 1.000
<EXPENSE-RATIO> 47
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000927384
<NAME> Variable Insurance Products Fund III
<SERIES>
<NUMBER> 21
<NAME> Fidelity Advisor Annuity Government Investment Fund
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> year
<FISCAL-YEAR-END> dec-31-1996
<PERIOD-END> dec-31-1996
<INVESTMENTS-AT-COST> 22,172
<INVESTMENTS-AT-VALUE> 22,000
<RECEIVABLES> 444
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 22,444
<PAYABLE-FOR-SECURITIES> 0
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 18
<TOTAL-LIABILITIES> 18
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 22,738
<SHARES-COMMON-STOCK> 2,091
<SHARES-COMMON-PRIOR> 968
<ACCUMULATED-NII-CURRENT> 6
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (146)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (172)
<NET-ASSETS> 22,426
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 1,260
<OTHER-INCOME> 0
<EXPENSES-NET> 171
<NET-INVESTMENT-INCOME> 1,089
<REALIZED-GAINS-CURRENT> (136)
<APPREC-INCREASE-CURRENT> (385)
<NET-CHANGE-FROM-OPS> 568
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 1,093
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 1,092
<NUMBER-OF-SHARES-REDEEMED> 71
<SHARES-REINVESTED> 102
<NET-CHANGE-IN-ASSETS> 11,701
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 1
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 79
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 172
<AVERAGE-NET-ASSETS> 17,855
<PER-SHARE-NAV-BEGIN> 11.080
<PER-SHARE-NII> .553
<PER-SHARE-GAIN-APPREC> (.353)
<PER-SHARE-DIVIDEND> .550
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 10.730
<EXPENSE-RATIO> 96
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000927384
<NAME> Variable Insurance Products Fund III
<SERIES>
<NUMBER> 31
<NAME> Fidelity Advisor Annuity High Yield Fund
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> year
<FISCAL-YEAR-END> dec-31-1996
<PERIOD-END> dec-31-1996
<INVESTMENTS-AT-COST> 85,834
<INVESTMENTS-AT-VALUE> 89,585
<RECEIVABLES> 1,413
<ASSETS-OTHER> 157
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 91,155
<PAYABLE-FOR-SECURITIES> 70
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 78
<TOTAL-LIABILITIES> 148
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 87,768
<SHARES-COMMON-STOCK> 7,450
<SHARES-COMMON-PRIOR> 3,561
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (512)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 3,751
<NET-ASSETS> 91,007
<DIVIDEND-INCOME> 477
<INTEREST-INCOME> 6,287
<OTHER-INCOME> 0
<EXPENSES-NET> 529
<NET-INVESTMENT-INCOME> 6,235
<REALIZED-GAINS-CURRENT> (465)
<APPREC-INCREASE-CURRENT> 3,054
<NET-CHANGE-FROM-OPS> 8,824
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 6,331
<DISTRIBUTIONS-OF-GAINS> 40
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 3,747
<NUMBER-OF-SHARES-REDEEMED> 381
<SHARES-REINVESTED> 524
<NET-CHANGE-IN-ASSETS> 49,783
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 26
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 398
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 529
<AVERAGE-NET-ASSETS> 66,990
<PER-SHARE-NAV-BEGIN> 11.580
<PER-SHARE-NII> .920
<PER-SHARE-GAIN-APPREC> .650
<PER-SHARE-DIVIDEND> .920
<PER-SHARE-DISTRIBUTIONS> .010
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.220
<EXPENSE-RATIO> 79
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000927384
<NAME> Variable Insurance Products Fund III
<SERIES>
<NUMBER> 41
<NAME> Balanced Portfolio
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> year
<FISCAL-YEAR-END> dec-31-1996
<PERIOD-END> dec-31-1996
<INVESTMENTS-AT-COST> 92,906
<INVESTMENTS-AT-VALUE> 100,414
<RECEIVABLES> 3,219
<ASSETS-OTHER> 7
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 103,640
<PAYABLE-FOR-SECURITIES> 470
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 60
<TOTAL-LIABILITIES> 530
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 93,337
<SHARES-COMMON-STOCK> 8,434
<SHARES-COMMON-PRIOR> 3,863
<ACCUMULATED-NII-CURRENT> 2,678
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> (414)
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 7,509
<NET-ASSETS> 103,110
<DIVIDEND-INCOME> 1,115
<INTEREST-INCOME> 2,114
<OTHER-INCOME> 0
<EXPENSES-NET> 527
<NET-INVESTMENT-INCOME> 2,702
<REALIZED-GAINS-CURRENT> (391)
<APPREC-INCREASE-CURRENT> 6,443
<NET-CHANGE-FROM-OPS> 8,754
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 27
<DISTRIBUTIONS-OF-GAINS> 192
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 4,616
<NUMBER-OF-SHARES-REDEEMED> 65
<SHARES-REINVESTED> 20
<NET-CHANGE-IN-ASSETS> 59,954
<ACCUMULATED-NII-PRIOR> 3
<ACCUMULATED-GAINS-PRIOR> 168
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 357
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 538
<AVERAGE-NET-ASSETS> 74,349
<PER-SHARE-NAV-BEGIN> 11.170
<PER-SHARE-NII> .330
<PER-SHARE-GAIN-APPREC> .780
<PER-SHARE-DIVIDEND> .010
<PER-SHARE-DISTRIBUTIONS> .040
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 12.230
<EXPENSE-RATIO> 72
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000927384
<NAME> Variable Insurance Products Fund III
<SERIES>
<NUMBER> 51
<NAME> Growth Opportunities Portfolio
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> year
<FISCAL-YEAR-END> dec-31-1996
<PERIOD-END> dec-31-1996
<INVESTMENTS-AT-COST> 336,002
<INVESTMENTS-AT-VALUE> 382,143
<RECEIVABLES> 3,393
<ASSETS-OTHER> 1
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 385,537
<PAYABLE-FOR-SECURITIES> 2,203
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 249
<TOTAL-LIABILITIES> 2,452
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 321,576
<SHARES-COMMON-STOCK> 24,876
<SHARES-COMMON-PRIOR> 12,569
<ACCUMULATED-NII-CURRENT> 6,366
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 9,002
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 46,141
<NET-ASSETS> 383,085
<DIVIDEND-INCOME> 4,744
<INTEREST-INCOME> 3,723
<OTHER-INCOME> 0
<EXPENSES-NET> 2,101
<NET-INVESTMENT-INCOME> 6,366
<REALIZED-GAINS-CURRENT> 9,089
<APPREC-INCREASE-CURRENT> 35,813
<NET-CHANGE-FROM-OPS> 51,268
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 705
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 12,499
<NUMBER-OF-SHARES-REDEEMED> 246
<SHARES-REINVESTED> 54
<NET-CHANGE-IN-ASSETS> 218,783
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 620
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 1,679
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 2,124
<AVERAGE-NET-ASSETS> 277,417
<PER-SHARE-NAV-BEGIN> 13.070
<PER-SHARE-NII> .260
<PER-SHARE-GAIN-APPREC> 2.120
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> .050
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 15.400
<EXPENSE-RATIO> 77
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000927384
<NAME> Fidelity Advisor Annuity Fund
<SERIES>
<NUMBER> 61
<NAME> Fidelity Advisor Annuity Overseas Fund
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> year
<FISCAL-YEAR-END> dec-31-1996
<PERIOD-END> dec-31-1996
<INVESTMENTS-AT-COST> 42,383
<INVESTMENTS-AT-VALUE> 45,163
<RECEIVABLES> 176
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 45,339
<PAYABLE-FOR-SECURITIES> 58
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 76
<TOTAL-LIABILITIES> 134
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 42,013
<SHARES-COMMON-STOCK> 3,776
<SHARES-COMMON-PRIOR> 1,606
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 36
<ACCUMULATED-NET-GAINS> 464
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> 2,764
<NET-ASSETS> 45,205
<DIVIDEND-INCOME> 714
<INTEREST-INCOME> 270
<OTHER-INCOME> (80)
<EXPENSES-NET> 496
<NET-INVESTMENT-INCOME> 408
<REALIZED-GAINS-CURRENT> 1,476
<APPREC-INCREASE-CURRENT> 2,174
<NET-CHANGE-FROM-OPS> 4,058
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 431
<DISTRIBUTIONS-OF-GAINS> 964
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 2,281
<NUMBER-OF-SHARES-REDEEMED> 229
<SHARES-REINVESTED> 119
<NET-CHANGE-IN-ASSETS> 27,610
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> (46)
<OVERDISTRIB-NII-PRIOR> 14
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 251
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 515
<AVERAGE-NET-ASSETS> 33,259
<PER-SHARE-NAV-BEGIN> 10.960
<PER-SHARE-NII> .120
<PER-SHARE-GAIN-APPREC> 1.280
<PER-SHARE-DIVIDEND> .120
<PER-SHARE-DISTRIBUTIONS> .270
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 11.970
<EXPENSE-RATIO> 149
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
<TABLE> <S> <C>
<ARTICLE> 6
<CIK> 0000927384
<NAME> Variable Insurance Products Fund III
<SERIES>
<NUMBER> 71
<NAME> Growth & Income Portfolio
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> year
<FISCAL-YEAR-END> dec-31-1996
<PERIOD-END> dec-31-1996
<INVESTMENTS-AT-COST> 1,956
<INVESTMENTS-AT-VALUE> 1,945
<RECEIVABLES> 8
<ASSETS-OTHER> 0
<OTHER-ITEMS-ASSETS> 0
<TOTAL-ASSETS> 1,953
<PAYABLE-FOR-SECURITIES> 956
<SENIOR-LONG-TERM-DEBT> 0
<OTHER-ITEMS-LIABILITIES> 7
<TOTAL-LIABILITIES> 963
<SENIOR-EQUITY> 0
<PAID-IN-CAPITAL-COMMON> 1,000
<SHARES-COMMON-STOCK> 100
<SHARES-COMMON-PRIOR> 0
<ACCUMULATED-NII-CURRENT> 0
<OVERDISTRIBUTION-NII> 0
<ACCUMULATED-NET-GAINS> 0
<OVERDISTRIBUTION-GAINS> 0
<ACCUM-APPREC-OR-DEPREC> (10)
<NET-ASSETS> 990
<DIVIDEND-INCOME> 0
<INTEREST-INCOME> 0
<OTHER-INCOME> 0
<EXPENSES-NET> 0
<NET-INVESTMENT-INCOME> 0
<REALIZED-GAINS-CURRENT> 0
<APPREC-INCREASE-CURRENT> (10)
<NET-CHANGE-FROM-OPS> (10)
<EQUALIZATION> 0
<DISTRIBUTIONS-OF-INCOME> 0
<DISTRIBUTIONS-OF-GAINS> 0
<DISTRIBUTIONS-OTHER> 0
<NUMBER-OF-SHARES-SOLD> 100
<NUMBER-OF-SHARES-REDEEMED> 0
<SHARES-REINVESTED> 0
<NET-CHANGE-IN-ASSETS> 990
<ACCUMULATED-NII-PRIOR> 0
<ACCUMULATED-GAINS-PRIOR> 0
<OVERDISTRIB-NII-PRIOR> 0
<OVERDIST-NET-GAINS-PRIOR> 0
<GROSS-ADVISORY-FEES> 0
<INTEREST-EXPENSE> 0
<GROSS-EXPENSE> 8
<AVERAGE-NET-ASSETS> 1,000
<PER-SHARE-NAV-BEGIN> 10.000
<PER-SHARE-NII> .00
<PER-SHARE-GAIN-APPREC> (.10)
<PER-SHARE-DIVIDEND> 0
<PER-SHARE-DISTRIBUTIONS> 0
<RETURNS-OF-CAPITAL> 0
<PER-SHARE-NAV-END> 9.900
<EXPENSE-RATIO> 100
<AVG-DEBT-OUTSTANDING> 0
<AVG-DEBT-PER-SHARE> 0
