FIDELITY DEVONSHIRE TRUST
497, 1994-05-06
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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" on page 27.     
   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.    
       
       
       
       
       
   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" on page 27.     
   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.    
       
       
       
       
       
   EQU - 94 -1        May 5, 1994    
   EQU - 94 -1        May 5, 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, and is unavailable if the RIA is part of an organization
principally engaged in the brokerage business; or (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.    
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
   EQUB-94-1             May 5, 1994    



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