0000035341-07-000021 Sample Contracts

MANAGEMENT CONTRACT BETWEEN FIDELITY DEVONSHIRE TRUST: FIDELITY EQUITY-INCOME FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • September 27th, 2007 • Fidelity Devonshire Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of August 2007, by and between Fidelity Devonshire Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Equity-Income Fund (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser"), as set forth in its entirety below.

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MANAGEMENT CONTRACT BETWEEN FIDELITY DEVONSHIRE TRUST: FIDELITY UTILITIES FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • September 27th, 2007 • Fidelity Devonshire Trust • Massachusetts

AGREEMENT AMENDED and RESTATED as of this 1st day of August, 2007, by and between Fidelity Devonshire Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Utilities Fund (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser"), as set forth in its entirety below.

MANAGEMENT CONTRACT BETWEEN FIDELITY DEVONSHIRE TRUST: FIDELITY REAL ESTATE INVESTMENT PORTFOLIO and FIDELITY MANAGEMENT & RESEARCH COMPANY
Fidelity Devonshire Trust • September 27th, 2007

AGREEMENT AMENDED and RESTATED as of this 1st day of August, 2007, by and between Fidelity Devonshire Trust, a Massachusetts business trust which may issue one or more series of shares of beneficial interest (hereinafter called the "Fund"), on behalf of Fidelity Real Estate Investment Portfolio (hereinafter called the "Portfolio"), and Fidelity Management & Research Company, a Massachusetts corporation (hereinafter called the "Adviser"), as set forth in its entirety below.

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