FIDELITY DEVONSHIRE TRUST
497, 1994-06-07
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SUPPLEMENT TO THE 
FIDELITY EQUITY-INCOME 
FUND PROSPECTUS
DATED MARCH 21, 1994
The following information 
replaces the corresponding 
section under the heading 
"Sales Charge Reductions and 
Waivers" beginning on page 26. 
The fund's sales charge will not 
apply:..7. If you are a current or 
former trustee or officer of a 
Fidelity fund or a current or 
retired officer, director, or 
regular employee of FMR Corp. 
or its direct or indirect 
subsidiaries (a Fidelity Trustee 
or employee), the spouse of a 
Fidelity trustee or employee, a 
Fidelity trustee or employee 
acting as custodian for a minor 
child, or a person acting as 
trustee of a trust for the sole 
benefit of the minor child of a 
Fidelity trustee or 
employee;...   10. If you are a     
   registered investment adviser     
   (RIA) purchasing for your     
   discretionary accounts,     
   provided you execute a Fidelity     
   RIA load waiver agreement     
   which specifies certain     
   aggregate minimum and     
   operating provisions. Except for     
   correspondents of National     
   Financial Services Corporation,     
   this waiver is available only for     
   shares purchased directly from     
   Fidelity, and is unavailable if     
   the RIA is part of an     
   organization principally     
   engaged in the brokerage     
   business.    
   The following information     
   supplements the corresponding     
   section under the heading     
   "Sales Charge Reductions and     
   Waivers" beginning on page 26.    
   The fund's sales charge will not     
   apply:..12. If you invest through     
   a non-prototype pension or     
   profit-sharing plan that     
   maintains all of its mutual fund     
   assets in Fidelity mutual funds,     
   provided the plan executes a     
   Fidelity non-prototype sales     
   charge waiver request form     
   confirming its qualification.    
   The following information     
   replaces the last paragraph     
   under the heading "Sales     
   Charge Reductions and     
   Waivers" beginning on page 26.    
   These waivers must be     
   qualified through FDC in     
   advance. More detailed     
   information about waivers (1),     
   (2), (5), (9), and (10) is     
   contained in the Statement of     
   Additional Information. A     
   representative of your plan or     
   organization should call Fidelity     
   for more information.    
   
   
   
   
   
SUPPLEMENT TO THE 
FIDELITY EQUITY-INCOME 
FUND PROSPECTUS
DATED MARCH 21, 1994
The following information 
replaces the corresponding 
section under the heading 
"Sales Charge Reductions and 
Waivers" beginning on page 26. 
The fund's sales charge will not 
apply:..7. If you are a current or 
former trustee or officer of a 
Fidelity fund or a current or 
retired officer, director, or 
regular employee of FMR Corp. 
or its direct or indirect 
subsidiaries (a Fidelity Trustee 
or employee), the spouse of a 
Fidelity trustee or employee, a 
Fidelity trustee or employee 
acting as custodian for a minor 
child, or a person acting as 
trustee of a trust for the sole 
benefit of the minor child of a 
Fidelity trustee or 
employee;...   10. If you are a     
   registered investment adviser     
   (RIA) purchasing for your     
   discretionary accounts,     
   provided you execute a Fidelity     
   RIA load waiver agreement     
   which specifies certain     
   aggregate minimum and     
   operating provisions. Except for     
   correspondents of National     
   Financial Services Corporation,     
   this waiver is available only for     
   shares purchased directly from     
   Fidelity, and is unavailable if     
   the RIA is part of an     
   organization principally     
   engaged in the brokerage     
   business.    
   The following information     
   supplements the corresponding     
   section under the heading     
   "Sales Charge Reductions and     
   Waivers" beginning on page 26.    
   The fund's sales charge will not     
   apply:..12. If you invest through     
   a non-prototype pension or     
   profit-sharing plan that     
   maintains all of its mutual fund     
   assets in Fidelity mutual funds,     
   provided the plan executes a     
   Fidelity non-prototype sales     
   charge waiver request form     
   confirming its qualification.    
   The following information     
   replaces the last paragraph     
   under the heading "Sales     
   Charge Reductions and     
   Waivers" beginning on page 26.    
   These waivers must be     
   qualified through FDC in     
   advance. More detailed     
   information about waivers (1),     
   (2), (5), (9), and (10) is     
   contained in the Statement of     
   Additional Information. A     
   representative of your plan or     
   organization should call Fidelity     
   for more information.    
   
   
   
   
   
   EQU - 94 -2 June 1, 1994    
   EQU - 94 -2 June 1, 1994    
 
FIDELITY EQUITY-INCOME FUND
SUPPLEMENT TO THE STATEMENT OF ADDITIONAL INFORMATION
DATED MARCH 21, 1994
The following replaces the corresponding section under the heading
"Additional Purchase and Redemption Information" on page 14.
 In addition, the fund's sales charge will not apply...(8) if you are a
current or former Trustee or officer of a Fidelity fund or a current or
retired officer, director, or regular employee of FMR Corp. or its direct
or indirect subsidiaries (a Fidelity Trustee or employee), the spouse of a
Fidelity Trustee or employee, a Fidelity Trustee or employee acting as
custodian for a minor child, or a person acting as trustee of a trust for
the sole benefit of the minor child of a Fidelity Trustee or employee;
 
   The following supplements the information found under the heading
"Additional Purchase and Redemption Information" on page 14.
 In addition, the fund's sales charge will not apply...(11) if you are a
registered investment adviser (RIA) purchasing for your discretionary
accounts, provided you execute a Fidelity RIA load waiver agreement which
specifies certain aggregate minimum and operating provisions. This waiver
is available only for shares purchased directly from Fidelity, without a
broker, unless purchased through a brokerage firm which is a correspondent
of National Financial Services Corporation (NFSC). The waiver is
unavailable, however, if the RIA is part of an organization principally
engaged in the brokerage business, unless the brokerage firm in the
organization is an NFSC correspondent; (12) if you are a trust institution
or bank trust department purchasing for your non-discretionary,
non-retirement fiduciary accounts, provided you execute a Fidelity Trust
load waiver agreement which specifies certain aggregate minimum and
operating provisions. This waiver is available only for shares purchased
directly from Fidelity or through a bank-affiliated broker, and is
unavailable if the trust department or institution is part of an
organization not principally engaged in banking or trust activities; or
(13) to shares purchased as part of a pension or profit-sharing plan as
defined in Section 401(a) of the Internal Revenue Code that maintains all
of its mutual fund assets in Fidelity mutual funds, provided the plan
executes a Fidelity non-prototype sales charge waiver request form
confirming its qualification.    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   EQUB-94-2      June 1, 1994    



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