N-Q 1 main.htm

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM N-Q

QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANAGEMENT INVESTMENT COMPANY

Investment Company Act file number 811-1352

Fidelity Devonshire Trust
 (Exact name of registrant as specified in charter)

82 Devonshire St., Boston, Massachusetts 02109
 (Address of principal executive offices)       (Zip code)

Scott C. Goebel, Secretary

82 Devonshire St.

Boston, Massachusetts 02109
(Name and address of agent for service)

Registrant's telephone number, including area code: 617-563-7000

Date of fiscal year end:

July 31

 

 

Date of reporting period:

April 30, 2009

Item 1. Schedule of Investments

Quarterly Holdings Report

for

Fidelity® Real Estate
Investment Portfolio

April 30, 2009 

1.800348.105

REA-QTLY-0609

Investments April 30, 2009 (Unaudited)

Showing Percentage of Net Assets

Common Stocks - 94.7%

Shares

Value (000s)

HOTELS, RESTAURANTS & LEISURE - 2.3%

Hotels, Resorts & Cruise Lines - 2.3%

Starwood Hotels & Resorts Worldwide, Inc.

2,030,000

$ 42,346

REAL ESTATE INVESTMENT TRUSTS - 89.3%

REITs - Apartments - 14.3%

Apartment Investment & Management Co. Class A

4,930,000

35,989

Equity Residential (SBI)

3,890,400

89,051

Home Properties, Inc.

1,545,200

56,307

UDR, Inc. (d)

7,622,541

76,759

TOTAL REITS - APARTMENTS

258,106

REITs - Factory Outlets - 2.9%

Tanger Factory Outlet Centers, Inc. (c)

1,560,000

51,979

REITs - Health Care Facilities - 8.9%

HCP, Inc.

40,000

878

Healthcare Realty Trust, Inc. (d)

3,406,100

57,188

Nationwide Health Properties, Inc.

1,418,700

35,028

Ventas, Inc.

2,392,392

68,518

TOTAL REITS - HEALTH CARE FACILITIES

161,612

REITs - Hotels - 2.1%

DiamondRock Hospitality Co.

1,408,000

9,138

Hospitality Properties Trust (SBI)

610,000

7,466

Host Hotels & Resorts, Inc.

1,233,300

9,484

Sunstone Hotel Investors, Inc.

2,086,074

11,035

TOTAL REITS - HOTELS

37,123

REITs - Industrial Buildings - 14.1%

DCT Industrial Trust, Inc.

4,030,000

17,813

Duke Realty LP

9,085,000

88,760

ProLogis Trust

10,111,500

92,116

Public Storage

834,600

55,801

TOTAL REITS - INDUSTRIAL BUILDINGS

254,490

REITs - Malls - 14.6%

CBL & Associates Properties, Inc.

1,045,000

8,297

Common Stocks - continued

Shares

Value (000s)

REAL ESTATE INVESTMENT TRUSTS - CONTINUED

REITs - Malls - continued

Simon Property Group, Inc.

4,121,219

$ 212,657

The Macerich Co. (c)

2,470,630

43,310

TOTAL REITS - MALLS

264,264

REITs - Management/Investment - 3.9%

Digital Realty Trust, Inc. (c)

1,973,200

71,055

REITs - Office Buildings - 16.1%

Alexandria Real Estate Equities, Inc. (c)

449,800

16,409

Boston Properties, Inc.

1,301,900

64,340

Corporate Office Properties Trust (SBI)

2,310,929

70,622

Highwoods Properties, Inc. (SBI)

3,052,870

73,238

Mack-Cali Realty Corp.

100,100

2,689

SL Green Realty Corp. (c)(d)

3,346,846

59,105

Sovran Self Storage, Inc.

197,000

4,440

TOTAL REITS - OFFICE BUILDINGS

290,843

REITs - Shopping Centers - 12.4%

Cedar Shopping Centers, Inc.

1,460,200

5,242

Developers Diversified Realty Corp. (c)

6,207,805

25,638

Inland Real Estate Corp.

1,823,000

16,006

Kimco Realty Corp.

5,022,800

60,374

Regency Centers Corp.

276,000

10,336

Vornado Realty Trust

1,832,736

89,602

Weingarten Realty Investors (SBI) (c)

1,059,500

16,465

TOTAL REITS - SHOPPING CENTERS

223,663

TOTAL REAL ESTATE INVESTMENT TRUSTS

1,613,135

REAL ESTATE MANAGEMENT & DEVELOPMENT - 3.1%

Real Estate Operating Companies - 3.1%

Brookfield Properties Corp.

7,379,600

55,126

TOTAL COMMON STOCKS

(Cost $2,726,221)

1,710,607

Money Market Funds - 11.5%

Shares

Value (000s)

Fidelity Cash Central Fund, 0.53% (a)

72,132,953

$ 72,133

Fidelity Securities Lending Cash Central Fund, 0.28% (a)(b)

135,383,625

135,384

TOTAL MONEY MARKET FUNDS

(Cost $207,517)

207,517

TOTAL INVESTMENT PORTFOLIO - 106.2%

(Cost $2,933,738)

1,918,124

NET OTHER ASSETS - (6.2)%

(112,431)

NET ASSETS - 100%

$ 1,805,693

Legend

(a) Affiliated fund that is available only to investment companies and other accounts managed by Fidelity Investments. The rate quoted is the annualized seven-day yield of the fund at period end. A complete unaudited listing of the fund's holdings as of its most recent quarter end is available upon request.

(b) Investment made with cash collateral received from securities on loan.

(c) Security or a portion of the security is on loan at period end.

(d) Affiliated company

Affiliated Central Funds

Information regarding fiscal year to date income earned by the Fund from investments in Fidelity Central Funds is as follows:

Fund

Income earned
(Amounts in thousands)

Fidelity Cash Central Fund

$ 947

Fidelity Securities Lending Cash Central Fund

1,281

Total

$ 2,228

Other Affiliated Issuers

An affiliated company is a company in which the fund has ownership of at least 5% of the voting securities. Fiscal year to date transactions with companies which are or were affiliates are as follows:

Affiliates
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Apartment Investment & Management Co. Class A

$ 166,907

$ 30,693

$ 12,379

$ 95

$ -

Corporate Office Properties Trust (SBI)

159,311

19,283

60,965

3,827

-

Healthcare Realty Trust, Inc.

93,418

23,824

14,846

2,870

57,188

Affiliates
(Amounts in thousands)

Value, beginning of period

Purchases

Sales Proceeds

Dividend Income

Value,
end of
period

Highwoods Properties, Inc. (SBI)

93,349

31,775

11,710

2,242

-

Home Properties, Inc.

72,769

25,456

14,456

1,697

-

Inland Real Estate Corp.

69,408

-

27,005

2,212

-

SL Green Realty Corp.

202,108

65,724

31,169

4,387

59,105

Sovran Self Storage, Inc.

61,879

1,307

35,340

1,411

-

Tanger Factory Outlet Centers, Inc.

89,346

15,393

40,456

1,838

-

UDR, Inc.

193,976

69,681

54,618

1,208

76,759

Total

$ 1,202,471

$ 283,136

$ 302,944

$ 21,787

$ 193,052

Other Information

The following is a summary of the inputs used, as of April 30, 2009, involving the Fund's assets carried at value. The inputs or methodology used for valuing securities may not be an indication of the risk associated with investing in those securities. For more information on valuation inputs, and their aggregation into the levels used in the table below, please refer to the Investment Valuation section at the end of this listing.

Valuation Inputs at Reporting Date:

Description
(Amounts in thousands)

Total

Level 1

Level 2

Level 3

Investments in Securities

$ 1,918,124

$ 1,918,124

$ -

$ -

Income Tax Information

At April 30, 2009, the aggregate cost of investment securities for income tax purposes was $3,147,663,000. Net unrealized depreciation aggregated $1,229,539,000, of which $105,005,000 related to appreciated investment securities and $1,334,544,000 related to depreciated investment securities.

Investment Valuation

Investments are valued as of 4:00 p.m. Eastern time on the last calendar day of the period. Security transactions are accounted for as of trade date. The Fund uses independent pricing services approved by the Board of Trustees to value its investments.

Equity securities, including restricted securities, for which market quotations are readily available, are valued at the last reported sale price or official closing price as reported by an independent pricing service on the primary market or exchange on which they are traded. In the event there were no sales during the day or closing prices are not available, securities are valued at the last quoted bid price. Investments in open-end mutual funds, including the Fidelity Central Funds, are valued at their closing net asset value each business day. Short-term securities with remaining maturities of sixty days or less for which quotations are not readily available are valued at amortized cost, which approximates value.

When current market prices or quotations are not readily available or reliable, valuations may be determined in good faith in accordance with procedures adopted by the Board of Trustees. The frequency with which these procedures are used cannot be predicted and may be utilized to a significant extent. The value of securities used for net asset value calculation under these procedures may differ from published prices for the same securities.

The Fund adopted the provisions of Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS 157), effective with the beginning of the Fund's fiscal year. SFAS 157 establishes a hierarchy that prioritizes the inputs to valuation techniques giving the highest priority to readily available unadjusted quoted prices in active markets for identical assets (level 1 measurements) and the lowest priority to unobservable inputs (level 3 measurements) when market prices are not readily available or reliable. The three levels of the hierarchy under SFAS 157 are described below:

Level 1 - Quoted prices in active markets for identical securities.

Level 2 - Prices determined using other significant observable inputs. Observable inputs are inputs that other market participants may use in pricing a security. These may include quoted prices for similar securities, interest rates, prepayment speeds, credit risk and others.

Level 3 - Prices determined using significant unobservable inputs. In situations where quoted prices or observable inputs are unavailable or deemed less relevant (for example, when there is little or no market activity for an investment at the end of the period), unobservable inputs may be used. Unobservable inputs reflect the Fund's own assumptions about the factors market participants would use in pricing an investment, and would be based on the best information available.

Changes in valuation techniques may result in transfers in or out of an investment's assigned level within the hierarchy.

For additional information on the Fund's policy regarding valuation of investments and other significant accounting policies, please refer to the Fund's most recent semiannual or annual shareholder report.

Quarterly Report

The fund's schedule of investments as of the date on the cover of this report has not been audited. This report is provided for the general information of the fund's shareholders. For more information regarding the fund and its holdings, please see the fund's most recent prospectus and annual report.

Third party trademarks and service marks are the property of their respective owners. All other trademarks and service marks are the property of FMR LLC or an affiliate.

Quarterly Report

Item 2. Controls and Procedures

(a)(i) The President and Treasurer and the Chief Financial Officer have concluded that the Fidelity Devonshire Trust: Fidelity Real Estate Investment Portfolio's (the "Fund") disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act) provide reasonable assurances that material information relating to the Fund is made known to them by the appropriate persons, based on their evaluation of these controls and procedures as of a date within 90 days of the filing date of this report.

(a)(ii) There was no change in the Fund's internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act) that occurred during the Fund's last fiscal quarter that has materially affected, or is reasonably likely to materially affect, the Fund's internal control over financial reporting.

Item 3. Exhibits

Certification pursuant to Rule 30a-2(a) under the Investment Company Act of 1940 (17 CFR 270.30a-2(a)) is filed and attached hereto as Exhibit 99.CERT.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Fidelity Devonshire Trust

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

June 29, 2009

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By:

/s/Kenneth B. Robins

 

Kenneth B. Robins

 

President and Treasurer

 

 

Date:

June 29, 2009

By:

/s/Christine Reynolds

 

Christine Reynolds

 

Chief Financial Officer

 

 

Date:

June 29, 2009