0000035341-01-500010 Sample Contracts

MANAGEMENT CONTRACT between FIDELITY DEVONSHIRE TRUST: SPARTAN TAX-FREE BOND FUND and FIDELITY MANAGEMENT & RESEARCH COMPANY
Management Contract • April 2nd, 2001 • Fidelity Devonshire Trust • Massachusetts

AGREEMENT made this 15th day of March, 2001, 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 Spartan Tax-Free Bond 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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SUB-ADVISORY AGREEMENT between FIDELITY INVESTMENTS MONEY MANAGEMENT, INC. and FIDELITY MANAGEMENT & RESEARCH COMPANY
Sub-Advisory Agreement • April 2nd, 2001 • Fidelity Devonshire Trust • Massachusetts

AGREEMENT made this 15th day of March, 2001, by and between Fidelity Investments Money Management, Inc., a New Hampshire corporation with principal offices at Contra Way, P.O. Box 9600, Merrimack, New Hampshire (hereinafter called the ´´Sub-Adviser") and Fidelity Management & Research Company, a Massachusetts corporation with principal offices at 82 Devonshire Street, Boston, Massachusetts (hereinafter called the ´´Adviser").

GENERAL DISTRIBUTION AGREEMENT between FIDELITY DEVONSHIRE TRUST and FIDELITY DISTRIBUTORS CORPORATION
General Distribution Agreement • April 2nd, 2001 • Fidelity Devonshire Trust • Massachusetts

Agreement made this 15th day of March, 2001, between Fidelity Devonshire Trust, a Massachusetts business trust having its principal place of business in Boston, Massachusetts and which may issue one or more series of beneficial interest ("Issuer"), with respect to shares of Spartan Tax-Free Bond Fund, a series of the Issuer, and Fidelity Distributors Corporation, a Massachusetts corporation having its principal place of business in Boston, Massachusetts ("Distributors").

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