FORM N-PX

ANNUAL REPORT OF PROXY VOTING RECORD OF REGISTERED MANAGEMENT INVESTMENT COMPANY

INVESTMENT COMPANY ACT FILE NUMBER: 811-01352

EXACT NAME OF REGISTRANT AS SPECIFIED IN CHARTER: Fidelity Devonshire Trust

Fund Name: Fidelity Real Estate Investment Portfolio

82 DEVONSHIRE STREET, BOSTON, MA 02109
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)

ERIC D. ROITER, SECRETARY, 82 DEVONSHIRE STREET, BOSTON, MA 02109
(NAME AND ADDRESS OF AGENT FOR SERVICE)

REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE: 617-563-7000

DATE OF FISCAL YEAR END: JANUARY 31

DATE OF REPORTING PERIOD: 06/30/2005

SIGNATURES

PURSUANT TO THE REQUIREMENTS OF THE INVESTMENT COMPANY ACT OF 1940, THE REGISTRANT HAS DULY CAUSED THIS REPORT TO BE SIGNED ON ITS BEHALF BY THE UNDERSIGNED, THERE UNTO DULY AUTHORIZED.

Fidelity Devonshire Trust

BY:  /s/ CHRISTINE REYNOLDS
-----------------------------------------------------
CHRISTINE REYNOLDS, TREASURER, FIDELITY MANAGEMENT & RESEARCH COMPANY
DATE: 08/11/2005 08:59:09 AM

EXHIBIT A

VOTE SUMMARY REPORT
Fidelity Real Estate Investment Portfolio
07/01/2004 - 06/30/2005

Note: The Security ID will be the CUSIP (Committee on Uniform Securities Identification Procedures) when available. When CUSIP is not available, an alternate identifier, e.g., CINS, will be provided.

ISSUER NAME: AMERICAN CAMPUS COMMUNITIES, INC. MEETING DATE: 05/12/2005
TICKER: ACC     SECURITY ID: 024835100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WILLIAM C. BAYLESS JR. AS A DIRECTOR	Management	For	For
1.2	ELECT R.D. BURCK AS A DIRECTOR	Management	For	For
1.3	ELECT G. STEVEN DAWSON AS A DIRECTOR	Management	For	For
1.4	ELECT CYDNEY DONNELL AS A DIRECTOR	Management	For	For
1.5	ELECT EDWARD LOWENTHAL AS A DIRECTOR	Management	For	For
1.6	ELECT BRIAN B. NICKEL AS A DIRECTOR	Management	For	For
1.7	ELECT SCOTT H. RECHLER AS A DIRECTOR	Management	For	For
1.8	ELECT WINSTON W. WALKER AS A DIRECTOR	Management	For	For

ISSUER NAME: AMERICAN FINANCIAL REALTY TRUST MEETING DATE: 06/01/2005
TICKER: AFR     SECURITY ID: 02607P305
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT GLENN BLUMENTHAL AS A DIRECTOR	Management	For	For
1.2	ELECT JOHN M. EGGEMEYER III AS A DIRECTOR	Management	For	For
1.3	ELECT RAYMOND GAREA AS A DIRECTOR	Management	For	For
1.4	ELECT MICHAEL J. HAGAN AS A DIRECTOR	Management	For	For
1.5	ELECT JOHN P. HOLLIHAN III AS A DIRECTOR	Management	For	For
1.6	ELECT WILLIAM M. KAHANE AS A DIRECTOR	Management	For	For
1.7	ELECT RICHARD A. KRAEMER AS A DIRECTOR	Management	For	For
1.8	ELECT LEWIS S. RANIERI AS A DIRECTOR	Management	For	For
1.9	ELECT NICHOLAS S. SCHORSCH AS A DIRECTOR	Management	For	For

ISSUER NAME: APARTMENT INVESTMENT AND MANAGEMENT MEETING DATE: 04/29/2005
TICKER: AIV     SECURITY ID: 03748R101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT TERRY CONSIDINE AS A DIRECTOR	Management	For	For
1.2	ELECT JAMES N. BAILEY AS A DIRECTOR	Management	For	For
1.3	ELECT RICHARD S. ELLWOOD AS A DIRECTOR	Management	For	For
1.4	ELECT J. LANDIS MARTIN AS A DIRECTOR	Management	For	For
1.5	ELECT THOMAS L. RHODES AS A DIRECTOR	Management	For	For
1.6	ELECT MICHAEL A. STEIN AS A DIRECTOR	Management	For	For
2	TO RATIFY THE SELECTION OF ERNST & YOUNG LLP TO SERVE AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR AIMCO FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005.1	Management	For	For
3	TO APPROVE THE SALE OF UP TO 5,000 HIGH PERFORMANCE UNITS.	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: AVALONBAY COMMUNITIES, INC. MEETING DATE: 05/11/2005
TICKER: AVB     SECURITY ID: 053484101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BRYCE BLAIR AS A DIRECTOR	Management	For	For
1.2	ELECT BRUCE A. CHOATE AS A DIRECTOR	Management	For	For
1.3	ELECT JOHN J. HEALY, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT GILBERT M. MEYER AS A DIRECTOR	Management	For	For
1.5	ELECT CHARLES D. PEEBLER, JR. AS A DIRECTOR	Management	For	For
1.6	ELECT LANCE R. PRIMIS AS A DIRECTOR	Management	For	For
1.7	ELECT ALLAN D. SCHUSTER AS A DIRECTOR	Management	For	For
1.8	ELECT AMY P. WILLIAMS AS A DIRECTOR	Management	For	For
2	TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2005.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: BOARDWALK REAL ESTATE INVESTMENT TRU MEETING DATE: 05/10/2005
TICKER: BOWFF     SECURITY ID: 096631106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	THE ELECTION OF THE NOMINEES SPECIFIED IN THE MANAGEMENT INFORMATION CIRCULAR AS TRUSTEES FOR THE ENSUING YEAR.	Management	For	For
2	THE APPOINTMENT OF DELOITTE & TOUCHE AS THE AUDITORS OF THE TRUST FOR THE ENSUING YEAR AT A REMUNERATION TO BE FIXED BY THE TRUSTEES.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: BOARDWALK REAL ESTATE INVT TR MEETING DATE: 05/10/2005
TICKER: --     SECURITY ID: 096631106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	RECEIVE THE CONSOLIDATED FINANCIAL STATEMENTS OF THE TRUST FOR THE YE 31 DEC 2004, TOGETHER WITH THE AUDITORS REPORT THEREON	N/A	N/A	N/A
2	ELECT MR. PAUL J. HILL AS A TRUSTEE FOR THE ENSUING YEAR	Management	Unknown	For
3	ELECT MR. ERNEST KAPITZA AS A TRUSTEE FOR THE ENSUING YEAR	Management	Unknown	For
4	ELECT MR. SAM KOLIAS AS A AS A TRUSTEE FOR THE ENSUING YEAR	Management	Unknown	For
5	ELECT MR. AL W. MAWANI AS A TRUSTEE FOR THE ENSUING YEAR	Management	Unknown	For
6	ELECT MR. DAVID V. RICHARDS AS A TRUSTEE FOR THE ENSUING YEAR	Management	Unknown	For
7	ELECT MR. MICHAEL D. YOUNG AS A TRUSTEE FOR THE ENSUING YEAR	Management	Unknown	For
8	ELECT MR. JAMES DEWALD AS A TRUSTEE FOR THE ENSUING YEAR	Management	Unknown	For
9	APPOINT DELOITTE & TOUCHE LLP, AS THE AUDITORS OF THE TRUST FOR THE ENSUING YEAR AT A REMUNERATION TO BE FIXED BY THE TRUSTEES1	Management	Unknown	For
10	TRANSACT ANY OTHER BUSINESS	N/A	N/A	N/A
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: BOSTON PROPERTIES, INC. MEETING DATE: 05/11/2005
TICKER: BXP     SECURITY ID: 101121101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT LAWRENCE S. BACOW AS A DIRECTOR	Management	For	For
1.2	ELECT ZOE BAIRD AS A DIRECTOR	Management	For	For
1.3	ELECT ALAN J. PATRICOF AS A DIRECTOR	Management	For	For
1.4	ELECT MARTIN TURCHIN AS A DIRECTOR	Management	For	For
2	TO CONSIDER AND ACT UPON A STOCKHOLDER PROPOSAL CONCERNING THE ANNUAL ELECTION OF DIRECTORS, IF PROPERLY PRESENTED AT THE ANNUAL MEETING.	Shareholder	Against	For

ISSUER NAME: CATELLUS DEVELOPMENT CORPORATION MEETING DATE: 05/03/2005
TICKER: CDX     SECURITY ID: 149113102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PETER BARKER AS A DIRECTOR	Management	For	For
1.2	ELECT STEPHEN F. BOLLENBACH AS A DIRECTOR	Management	For	For
1.3	ELECT DARYL J. CARTER AS A DIRECTOR	Management	For	For
1.4	ELECT RICHARD D. FARMAN AS A DIRECTOR	Management	For	For
1.5	ELECT CHRISTINE GARVEY AS A DIRECTOR	Management	For	For
1.6	ELECT WILLIAM M. KAHANE AS A DIRECTOR	Management	For	For
1.7	ELECT LESLIE D. MICHELSON AS A DIRECTOR	Management	For	For
1.8	ELECT DEANNA W. OPPENHEIMER AS A DIRECTOR	Management	For	For
1.9	ELECT NELSON C. RISING AS A DIRECTOR	Management	For	For
2	RATIFICATION OF APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS INDEPENDENT AUDITORS FOR 2005.	Management	For	For
3	APPROVAL OF AMENDED POLICY REGARDING STOCKHOLDER RIGHTS PLANS.	Management	For	For

ISSUER NAME: CBL & ASSOCIATES PROPERTIES, INC. MEETING DATE: 05/09/2005
TICKER: CBL     SECURITY ID: 124830100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT CHARLES B. LEBOVITZ AS A DIRECTOR	Management	For	For
1.2	ELECT CLAUDE M. BALLARD AS A DIRECTOR	Management	For	For
1.3	ELECT GARY L. BRYENTON AS A DIRECTOR	Management	For	For
1.4	ELECT LEO FIELDS AS A DIRECTOR	Management	For	For
2	TO ACT UPON A PROPOSAL TO APPROVE AN AMENDMENT TO THE COMPANY S AMENDED AND RESTATED CERTIFICATE OF INCORPORATION TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF THE COMPANY S COMMON STOCK, PAR VALUE $0.01 PER SHARE, FROM 95,000,000 TO 180,000,000 SHARES	Management	For	For
3	TO RATIFY THE SELECTION OF DELOITTE & TOUCHE, LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTANTS FOR THE COMPANY S FISCAL YEAR ENDING DECEMBER 31, 20051	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: CENTERPOINT PROPERTIES TRUST MEETING DATE: 05/16/2005
TICKER: CNT     SECURITY ID: 151895109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT NICHOLAS C. BABSON AS A DIRECTOR	Management	For	For
1.2	ELECT MARTIN BARBER AS A DIRECTOR	Management	For	For
1.3	ELECT NORMAN R. BOBINS AS A DIRECTOR	Management	For	For
1.4	ELECT ALAN D. FELD AS A DIRECTOR	Management	For	For
1.5	ELECT PAUL S. FISHER AS A DIRECTOR	Management	For	For
1.6	ELECT JOHN S. GATES, JR. AS A DIRECTOR	Management	For	For
1.7	ELECT DONALD A. KING, JR. AS A DIRECTOR	Management	For	For
1.8	ELECT MICHAEL M. MULLEN AS A DIRECTOR	Management	For	For
1.9	ELECT THOMAS E. ROBINSON AS A DIRECTOR	Management	For	For
1.10	ELECT JOHN C. STALEY AS A DIRECTOR	Management	For	For
1.11	ELECT ROBERT L. STOVALL AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS THE INDEPENDENT AUDITORS FOR 2005	Management	For	For

ISSUER NAME: CORNERSTONE REALTY INCOME TRUST, INC MEETING DATE: 04/01/2005
TICKER: TCR     SECURITY ID: 21922V102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	TO APPROVE THE AGREEMENT AND PLAN OF MERGER, DATED AS OF OCTOBER 25, 2004, AS AMENDED, BY AND AMONG COLONIAL PROPERTIES TRUST, CLNL ACQUISITION SUB LLC ( MERGER SUB ), AND THE COMPANY, THE PLAN OF MERGER INCLUDED IN THE MERGER AGREEMENT AND THE MERGER OF THE COMPANY INTO MERGER SUB. THE MERGER AGREEMENT IS DESCRIBED IN, AND ATTACHED AS ANNEX A TO THE PROXY STATEMENT.1	Management	For	For
2	TO APPROVE AN ADJOURNMENT OR POSTPONEMENT OF THE SPECIAL MEETING OF SHAREHOLDERS, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE PROPOSAL ABOVE.	Management	For	Abstain
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: CORRECTIONAL PROPERTIES TRUST MEETING DATE: 04/28/2005
TICKER: CPV     SECURITY ID: 22025E104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROBERT R. VEACH, JR. AS A DIRECTOR	Management	For	For
1.2	ELECT RICHARD R. WACKENHUT AS A DIRECTOR	Management	For	For
1.3	ELECT KEVIN J. FOLEY AS A DIRECTOR	Management	For	For
2	TO APPROVE CORRECTIONAL PROPERTIES TRUST S AMENDED AND RESTATED 2002 STOCK PLAN (FORMERLY THE 2002 STOCK OPTION PLAN).1	Management	For	For
3	TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF CORRECTIONAL PROPERTIES TRUST FOR THE FISCAL YEAR 2005.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: DIGITAL REALTY TRUST, INC. MEETING DATE: 05/06/2005
TICKER: DLR     SECURITY ID: 253868103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT RICHARD A. MAGNUSON AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL F. FOUST AS A DIRECTOR	Management	For	For
1.3	ELECT LAURENCE A. CHAPMAN AS A DIRECTOR	Management	For	For
1.4	ELECT RUANN F. ERNST, PH.D. AS A DIRECTOR	Management	For	For
1.5	ELECT KATHLEEN EARLEY REED AS A DIRECTOR	Management	For	For
1.6	ELECT DENNIS E. SINGLETON AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE SELECTION OF KPMG LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR THE YEAR ENDED DECEMBER 31, 2005.	Management	For	For

ISSUER NAME: DUKE REALTY CORPORATION MEETING DATE: 04/27/2005
TICKER: DRE     SECURITY ID: 264411505
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BARRINGTON H. BRANCH AS A DIRECTOR	Management	For	For
1.2	ELECT GEOFFREY BUTTON AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM CAVANAUGH III AS A DIRECTOR	Management	For	For
1.4	ELECT NGAIRE E. CUNEO AS A DIRECTOR	Management	For	For
1.5	ELECT CHARLES R. EITEL AS A DIRECTOR	Management	For	For
1.6	ELECT R. GLENN HUBBARD AS A DIRECTOR	Management	For	For
1.7	ELECT MARTIN C. JISCHKE AS A DIRECTOR	Management	For	For
1.8	ELECT L. BEN LYTLE AS A DIRECTOR	Management	For	For
1.9	ELECT WILLIAM O. MCCOY AS A DIRECTOR	Management	For	For
1.10	ELECT JOHN W. NELLEY, JR. AS A DIRECTOR	Management	For	For
1.11	ELECT DENNIS D. OKLAK AS A DIRECTOR	Management	For	For
1.12	ELECT JACK R. SHAW AS A DIRECTOR	Management	For	For
1.13	ELECT ROBERT J. WOODWARD, JR. AS A DIRECTOR	Management	For	For
2	PROPOSAL TO APPROVE THE 2005 LONG-TERM INCENTIVE PLAN	Management	For	For
3	PROPOSAL TO APPROVE AMENDMENTS TO ANTI-DILUTION PROVISIONS OF PREVIOUSLY EXISTING LONG-TERM INCENTIVE PLANS	Management	For	For
4	PROPOSAL TO RATIFY THE APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS	Management	For	For

ISSUER NAME: EQUITY LIFESTYLE PROPERTIES, INC. MEETING DATE: 05/10/2005
TICKER: ELS     SECURITY ID: 29472R108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DONALD S. CHISHOLM AS A DIRECTOR	Management	For	For
1.2	ELECT THOMAS E. DOBROWSKI AS A DIRECTOR	Management	For	For
1.3	ELECT THOMAS P. HENEGHAN AS A DIRECTOR	Management	For	For
1.4	ELECT JOE B. MCADAMS AS A DIRECTOR	Management	For	For
1.5	ELECT SHELI Z. ROSENBERG AS A DIRECTOR	Management	For	For
1.6	ELECT HOWARD WALKER AS A DIRECTOR	Management	For	For
1.7	ELECT GARY L. WATERMAN AS A DIRECTOR	Management	For	For
1.8	ELECT SAMUEL ZELL AS A DIRECTOR	Management	For	For

ISSUER NAME: EQUITY OFFICE PROPERTIES TRUST MEETING DATE: 05/24/2005
TICKER: EOP     SECURITY ID: 294741103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MARILYN A. ALEXANDER AS A DIRECTOR	Management	For	For
1.2	ELECT THOMAS E. DOBROWSKI AS A DIRECTOR	Management	For	For
1.3	ELECT WILLIAM M. GOODYEAR AS A DIRECTOR	Management	For	For
1.4	ELECT JAMES D. HARPER, JR. AS A DIRECTOR	Management	For	For
1.5	ELECT RICHARD D. KINCAID AS A DIRECTOR	Management	For	For
1.6	ELECT DAVID K. MCKOWN AS A DIRECTOR	Management	For	For
1.7	ELECT SHELI Z. ROSENBERG AS A DIRECTOR	Management	For	For
1.8	ELECT STEPHEN I. SADOVE AS A DIRECTOR	Management	For	For
1.9	ELECT SALLY SUSMAN AS A DIRECTOR	Management	For	For
1.10	ELECT J.H.W.R. VAN DER VLIST AS A DIRECTOR	Management	For	For
1.11	ELECT SAMUEL ZELL AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE AUDIT COMMITTEE S APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: EQUITY RESIDENTIAL MEETING DATE: 05/26/2005
TICKER: EQR     SECURITY ID: 29476L107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JOHN W. ALEXANDER AS A DIRECTOR	Management	For	For
1.2	ELECT CHARLES L. ATWOOD AS A DIRECTOR	Management	For	For
1.3	ELECT BRUCE W. DUNCAN AS A DIRECTOR	Management	For	For
1.4	ELECT STEPHEN O. EVANS AS A DIRECTOR	Management	For	For
1.5	ELECT JAMES D. HARPER, JR. AS A DIRECTOR	Management	For	For
1.6	ELECT BOONE A. KNOX AS A DIRECTOR	Management	For	For
1.7	ELECT DESIREE G. ROGERS AS A DIRECTOR	Management	For	For
1.8	ELECT SHELI Z. ROSENBERG AS A DIRECTOR	Management	For	For
1.9	ELECT GERALD A. SPECTOR AS A DIRECTOR	Management	For	For
1.10	ELECT B. JOSEPH WHITE AS A DIRECTOR	Management	For	For
1.11	ELECT SAMUEL ZELL AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE SELECTION OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2005.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: EXTRA SPACE STORAGE INC. MEETING DATE: 05/16/2005
TICKER: EXR     SECURITY ID: 30225T102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT KENNETH M. WOOLLEY AS A DIRECTOR	Management	For	For
1.2	ELECT ANTHONY FANTICOLA AS A DIRECTOR	Management	For	For
1.3	ELECT HUGH W. HORNE AS A DIRECTOR	Management	For	For
1.4	ELECT SPENCER F. KIRK AS A DIRECTOR	Management	For	For
1.5	ELECT JOSEPH D. MARGOLIS AS A DIRECTOR	Management	For	For
1.6	ELECT ROGER B.PORTER AS A DIRECTOR	Management	For	For
1.7	ELECT K. FRED SKOUSEN AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: FEDERAL REALTY INVESTMENT TRUST MEETING DATE: 05/04/2005
TICKER: FRT     SECURITY ID: 313747206
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MARK S. ORDAN AS A DIRECTOR	Management	For	For
1.2	ELECT DONALD C. WOOD AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF GRANT THORNTON LLP AS THE TRUST S INDEPENDENT ACCOUNTANTS FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005.	Management	For	For
3	TO CONSIDER A SHAREHOLDER PROPOSAL TO MODIFY THE SHAREHOLDER VOTE REQUIRED TO ELECT TRUSTEES FROM A PLURALITY VOTE TO A MAJORITY VOTE, IF PROPERLY PRESENTED AT THE ANNUAL MEETING.	Shareholder	Against	Against

ISSUER NAME: GENERAL GROWTH PROPERTIES, INC. MEETING DATE: 05/04/2005
TICKER: GGP     SECURITY ID: 370021107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT MATTHEW BUCKSBAUM AS A DIRECTOR	Management	For	For
1.2	ELECT BERNARD FREIBAUM AS A DIRECTOR	Management	For	For
1.3	ELECT BETH STEWART AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS.	Management	For	For
3	AMENDMENT OF THE 1998 INCENTIVE STOCK PLAN TO INCREASE THE NUMBER OF SHARES OF OUR COMMON STOCK AVAILABLE FOR ISSUANCE UNDER THE PLAN BY 5,000,000 SHARES.	Management	For	Against
4	STOCKHOLDER PROPOSAL TO CHANGE THE VOTE REQUIRED TO ELECT A DIRECTOR FROM A PLURALITY OF THE VOTES CAST TO A MAJORITY OF THE VOTES CAST.	Shareholder	Against	Against

ISSUER NAME: GMH COMMUNITIES TRUST MEETING DATE: 06/08/2005
TICKER: GCT     SECURITY ID: 36188G102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT GARY M. HOLLOWAY, SR. AS A DIRECTOR	Management	For	For
1.2	ELECT BRUCE F. ROBINSON AS A DIRECTOR	Management	For	For
1.3	ELECT FREDERICK F. BUCHHOLZ AS A DIRECTOR	Management	For	For
1.4	ELECT RADM J. EASTWOOD 'RET'. AS A DIRECTOR	Management	For	For
1.5	ELECT STEVEN J. KESSLER AS A DIRECTOR	Management	For	For
1.6	ELECT DENIS J. NAYDEN AS A DIRECTOR	Management	For	For
1.7	ELECT DENNIS J. O'LEARY AS A DIRECTOR	Management	For	For
1.8	ELECT RICHARD A. SILFEN AS A DIRECTOR	Management	For	For

ISSUER NAME: GOVERNMENT PROPERTIES TRUST, INC. MEETING DATE: 06/01/2005
TICKER: GPP     SECURITY ID: 38374W107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JERRY D. BRINGARD AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT M. AMES AS A DIRECTOR	Management	For	For
1.3	ELECT PHILIP S. COTTONE AS A DIRECTOR	Management	For	For
1.4	ELECT ROBERT A. PECK AS A DIRECTOR	Management	For	For
1.5	ELECT THOMAS D. PESCHIO AS A DIRECTOR	Management	For	For
1.6	ELECT RICHARD H. SCHWACHTER AS A DIRECTOR	Management	For	For
2	RATIFY SELECTION OF INDEPENDENT AUDITORS.	Management	For	For

ISSUER NAME: HOMEBANC CORP. MEETING DATE: 05/25/2005
TICKER: HMB     SECURITY ID: 43738R109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PATRICK S. FLOOD AS A DIRECTOR	Management	For	For
1.2	ELECT KEVIN D. RACE AS A DIRECTOR	Management	For	For
1.3	ELECT GLENN T. AUSTIN, JR. AS A DIRECTOR	Management	For	For
1.4	ELECT LAWRENCE W. HAMILTON AS A DIRECTOR	Management	For	For
1.5	ELECT WARREN Y. JOBE AS A DIRECTOR	Management	For	For
1.6	ELECT JOEL K. MANBY AS A DIRECTOR	Management	For	For
1.7	ELECT BONNIE L. PHIPPS AS A DIRECTOR	Management	For	For
2	TO APPROVE AND ADOPT THE HOMEBANC CORP. SALES EQUITY INCENTIVE PLAN.	Management	For	For

ISSUER NAME: HOST MARRIOTT CORPORATION MEETING DATE: 05/19/2005
TICKER: HMT     SECURITY ID: 44107P104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROBERT M. BAYLIS AS A DIRECTOR	Management	For	For
1.2	ELECT TERENCE C. GOLDEN AS A DIRECTOR	Management	For	For
1.3	ELECT ANN M. KOROLOGOS AS A DIRECTOR	Management	For	For
1.4	ELECT RICHARD E. MARRIOTT AS A DIRECTOR	Management	For	For
1.5	ELECT JUDITH A. MCHALE AS A DIRECTOR	Management	For	For
1.6	ELECT JOHN B. MORSE, JR. AS A DIRECTOR	Management	For	For
1.7	ELECT CHRISTOPHER J. NASSETTA AS A DIRECTOR	Management	For	For
2	RATIFY APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS	Management	For	For
3	STOCKHOLDER PROPOSAL TO ELECT DIRECTORS BY A MAJORITY VOTE STANDARD	Shareholder	Against	Against

ISSUER NAME: INLAND REAL ESTATE CORPORATION MEETING DATE: 06/23/2005
TICKER: IRC     SECURITY ID: 457461200
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROLAND W. BURRIS AS A DIRECTOR	Management	For	For
1.2	ELECT THOMAS P. D'ARCY AS A DIRECTOR	Management	For	For
1.3	ELECT DANIEL L. GOODWIN AS A DIRECTOR	Management	For	For
1.4	ELECT JOEL G. HERTER AS A DIRECTOR	Management	For	For
1.5	ELECT HEIDI N. LAWTON AS A DIRECTOR	Management	For	For
1.6	ELECT THOMAS H. MCAULEY AS A DIRECTOR	Management	For	For
1.7	ELECT THOMAS R. MCWILLIAMS AS A DIRECTOR	Management	For	For
1.8	ELECT ROBERT D. PARKS AS A DIRECTOR	Management	For	For
1.9	ELECT JOEL D. SIMMONS AS A DIRECTOR	Management	For	For
2	RATIFY THE APPOINTMENT OF KPMG LLP AS OUR INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005.	Management	For	For
3	APPROVE THE 2005 EQUITY AWARD PLAN.	Management	For	Against
4	APPROVE AMENDMENTS TO ARTICLE VI OF OUR THIRD ARTICLES OF AMENDMENT AND RESTATEMENT TO INCREASE THE NUMBER OF SHARES OF COMMON STOCK AUTHORIZED FOR ISSUANCE FROM 100.0 MILLION SHARES TO 500.0 MILLION SHARES.	Management	For	Against
5	APPROVE AMENDMENTS TO ARTICLE VIII OF OUR THIRD ARTICLES OF AMENDMENT AND RESTATEMENT TO CLARIFY THAT RESTRICTIONS ON OWNERSHIP DO NOT, AND CANNOT IN ANY WAY, IMPEDE SETTLEMENT OF TRADES IN OUR COMMON STOCK.	Management	For	For

ISSUER NAME: INNKEEPERS USA TRUST MEETING DATE: 05/04/2005
TICKER: KPA     SECURITY ID: 4576J0104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT C. GERALD GOLDSMITH AS A DIRECTOR	Management	For	For
1.2	ELECT MILES BERGER AS A DIRECTOR	Management	For	For
2	APPROVE AMENDMENT AND RESTATEMENT OF 1994 SHARE INCENTIVE PLAN.	Management	For	For
3	RATIFY APPOINTMENT OF PRICEWATERHOUSECOOPERS, LLP AS INDEPENDENT AUDITORS FOR THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005.	Management	For	For

ISSUER NAME: KILROY REALTY CORPORATION MEETING DATE: 05/17/2005
TICKER: KRC     SECURITY ID: 49427F108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JOHN B. KILROY, SR. AS A DIRECTOR	Management	For	For
1.2	ELECT EDWARD F. BRENNAN, PHD AS A DIRECTOR	Management	For	For
1.3	ELECT MATTHEW J. HART AS A DIRECTOR	Management	For	For

ISSUER NAME: KIMCO REALTY CORPORATION MEETING DATE: 05/17/2005
TICKER: KIM     SECURITY ID: 49446R109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT M. KIMMEL AS A DIRECTOR	Management	For	For
1.2	ELECT M. COOPER AS A DIRECTOR	Management	For	For
1.3	ELECT R. DOOLEY AS A DIRECTOR	Management	For	For
1.4	ELECT M. FLYNN AS A DIRECTOR	Management	For	For
1.5	ELECT J. GRILLS AS A DIRECTOR	Management	For	For
1.6	ELECT D. HENRY AS A DIRECTOR	Management	For	For
1.7	ELECT F.P. HUGHES AS A DIRECTOR	Management	For	For
1.8	ELECT F. LOURENSO AS A DIRECTOR	Management	For	For
1.9	ELECT R. SALTZMAN AS A DIRECTOR	Management	For	For
2	TO AMEND THE CHARTER OF THE COMPANY TO (A) INCREASE THE NUMBER OF SHARES OF STOCK THAT THE COMPANY HAS THE AUTHORITY TO ISSUE AND (B) INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 200,000,000 SHARES TO 300,000,000 SHARES AND (C) INCREASE THE NUMBER OF AUTHORIZED SHARES OF EXCESS STOCK OF THE COMPANY.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: MERISTAR HOSPITALITY CORPORATION MEETING DATE: 12/08/2004
TICKER: MHX     SECURITY ID: 58984Y103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	THE AMENDMENT AND RESTATEMENT OF THE CHARTER OF THE COMPANY, AS DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT.	Management	For	For

ISSUER NAME: MERISTAR HOSPITALITY CORPORATION MEETING DATE: 05/26/2005
TICKER: MHX     SECURITY ID: 58984Y103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BRUCE G. WILES AS A DIRECTOR	Management	For	For
1.2	ELECT JAMES F. DANNHAUSER AS A DIRECTOR	Management	For	For
1.3	ELECT PAUL J. KLAASSEN AS A DIRECTOR	Management	For	For
2	AMENDMENT OF THE COMPANY S NON-EMPLOYEE DIRECTORS INCENTIVE PLAN.	Management	For	For
3	RATIFICATION OF THE APPOINTMENT OF KPMG LLP AS INDEPENDENT AUDITORS FOR THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005.	Management	For	For

ISSUER NAME: NEWCASTLE INVESTMENT CORP. MEETING DATE: 05/17/2005
TICKER: NCT     SECURITY ID: 65105M108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT WESLEY R. EDENS AS A DIRECTOR	Management	For	For
1.2	ELECT DAVID K. MCKOWN AS A DIRECTOR	Management	For	For
2	PROPOSAL TO APPROVE THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT AUDITORS FOR THE FISCAL YEAR 2005.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: PAN PACIFIC RETAIL PROPERTIES, INC. MEETING DATE: 04/29/2005
TICKER: PNP     SECURITY ID: 69806L104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BERNARD M. FELDMAN AS A DIRECTOR	Management	For	For
1.2	ELECT MARK J. RIEDY AS A DIRECTOR	Management	For	For
2	STOCKHOLDER PROPOSAL	Shareholder	Against	Against

ISSUER NAME: PLUM CREEK TIMBER COMPANY, INC. MEETING DATE: 05/11/2005
TICKER: PCL     SECURITY ID: 729251108
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT RICK R. HOLLEY AS A DIRECTOR	Management	For	For
1.2	ELECT IAN B. DAVIDSON AS A DIRECTOR	Management	For	For
1.3	ELECT ROBIN JOSEPHS AS A DIRECTOR	Management	For	For
1.4	ELECT JOHN G. MCDONALD AS A DIRECTOR	Management	For	For
1.5	ELECT ROBERT B. MCLEOD AS A DIRECTOR	Management	For	For
1.6	ELECT HAMID R. MOGHADAM AS A DIRECTOR	Management	For	For
1.7	ELECT JOHN H. SCULLY AS A DIRECTOR	Management	For	For
1.8	ELECT STEPHEN C. TOBIAS AS A DIRECTOR	Management	For	For
1.9	ELECT CARL B. WEBB AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT AUDITORS.1	Management	For	For
3	TO CONSIDER AND ACT UPON A STOCKHOLDER PROPOSAL, IF IT IS PROPERLY PRESENTED AT THE MEETING, TO INCREASE THE VOTING THRESHOLD BY WHICH INDIVIDUALS ARE ELECTED TO THE BOARD OF DIRECTORS.	Shareholder	Against	Against
4	TO CONSIDER AND ACT UPON A STOCKHOLDER PROPOSAL, IF IT IS PROPERLY PRESENTED AT THE MEETING, TO REQUIRE THE COMPENSATION COMMITTEE TO ADOPT A POLICY PROVIDING THAT A SIGNIFICANT AMOUNT OF FUTURE STOCK OPTION GRANTS BE PREMIUM PRICED OR MARKET INDEX PRICED STOCK OPTIONS, OR STOCK OPTIONS WITH PERFORMANCE BASED VESTING TERMS.	Shareholder	Against	Against
5	TO CONSIDER AND ACT UPON A STOCKHOLDER PROPOSAL, IF IT IS PROPERLY PRESENTED AT THE MEETING, TO REQUIRE THE COMPANY TO ANNUALLY SUBMIT TO STOCKHOLDERS A REPORT RELATING TO THE COMPANY S POLITICAL CONTRIBUTIONS.	Shareholder	Against	Against
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: PRICE LEGACY CORPORATION MEETING DATE: 12/20/2004
TICKER: PLRE     SECURITY ID: 74144P502
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT JACK MCGRORY AS A DIRECTOR	Management	For	For
1.2	ELECT GILES H. BATEMAN AS A DIRECTOR	Management	For	For
1.3	ELECT MURRAY GALINSON AS A DIRECTOR	Management	For	For
1.4	ELECT CHARLES L. GOLDBERG AS A DIRECTOR	Management	For	For
1.5	ELECT ROBERT N. GOODMAN AS A DIRECTOR	Management	For	For
1.6	ELECT JACKLYN HORTON AS A DIRECTOR	Management	For	For
1.7	ELECT KEENE WOLCOTT AS A DIRECTOR	Management	For	For
2	APPROVAL AND ADOPTION OF THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 24, 2004 AND AMENDED AS OF NOVEMBER 18, 2004, BY AND AMONG PRICE LEGACY CORPORATION, PL RETAIL LLC AND PL ACQUISITION CORP., A WHOLLY-OWNED SUBSIDIARY OF PL RETAIL, AND APPROVAL OF THE MERGER.	Management	For	For

ISSUER NAME: PROLOGIS MEETING DATE: 05/18/2005
TICKER: PLD     SECURITY ID: 743410102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT K.D. BROOKSHER* AS A DIRECTOR1	Management	For	For
1.2	ELECT W.C. RAKOWICH** AS A DIRECTOR1	Management	For	For
1.3	ELECT J.H. SCHWARTZ* AS A DIRECTOR1	Management	For	For
1.4	ELECT K.N. STENSBY* AS A DIRECTOR1	Management	For	For
2	APPROVAL OF AMENDMENT TO THE COMPANY S DECLARATION OF TRUST TO ELIMINATE THE CLASSIFIED BOARD OF TRUSTEES AND PROVIDE FOR THE ANNUAL ELECTION OF TRUSTEES.	Management	For	For
3	RATIFY THE APPOINTMENT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2005.	Management	For	For
4	TO VOTE AND OTHERWISE REPRESENT THE UNDERSIGNED ON ANY OTHER MATTER THAT MAY PROPERLY COME BEFORE THE MEETING OR ANY ADJOURNMENT OR POSTPONEMENT THEREOF IN THE DISCRETION OF THE PROXY HOLDER	Management	For	Abstain
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: PUBLIC STORAGE, INC. MEETING DATE: 05/05/2005
TICKER: PSA     SECURITY ID: 74460D109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT B. WAYNE HUGHES AS A DIRECTOR	Management	For	For
1.2	ELECT RONALD L. HAVNER, JR. AS A DIRECTOR	Management	For	For
1.3	ELECT HARVEY LENKIN AS A DIRECTOR	Management	For	For
1.4	ELECT ROBERT J. ABERNETHY AS A DIRECTOR	Management	For	For
1.5	ELECT DANN V. ANGELOFF AS A DIRECTOR	Management	For	For
1.6	ELECT WILLIAM C. BAKER AS A DIRECTOR	Management	For	For
1.7	ELECT JOHN T. EVANS AS A DIRECTOR	Management	For	For
1.8	ELECT URI P. HARKHAM AS A DIRECTOR	Management	For	For
1.9	ELECT B. WAYNE HUGHES, JR. AS A DIRECTOR	Management	For	For
1.10	ELECT DANIEL C. STATON AS A DIRECTOR	Management	For	For
2	APPROVAL OF THE COMPANY S PERFORMANCE-BASED COMPENSATION PLAN.	Management	For	Against
3	RATIFICATION OF APPOINTMENT OF ERNST & YOUNG LLP, INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM, TO AUDIT THE ACCOUNTS OF PUBLIC STORAGE, INC. FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: RECKSON ASSOCIATES REALTY CORP. MEETING DATE: 05/19/2005
TICKER: RA     SECURITY ID: 75621K106
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT SCOTT H. RECHLER AS A DIRECTOR	Management	For	For
1.2	ELECT DOUGLAS CROCKER II AS A DIRECTOR	Management	For	For
1.3	ELECT ELIZABETH MCCAUL AS A DIRECTOR	Management	For	For
1.4	ELECT RONALD H. MENAKER AS A DIRECTOR	Management	For	For
1.5	ELECT PETER QUICK AS A DIRECTOR	Management	For	For
1.6	ELECT LEWIS S. RANIERI AS A DIRECTOR	Management	For	For
1.7	ELECT JOHN F. RUFFLE AS A DIRECTOR	Management	For	For
1.8	ELECT STANLEY STEINBERG AS A DIRECTOR	Management	For	For
2	TO AMEND THE CHARTER OF THE COMPANY TO INCREASE THE NUMBER OF AUTHORIZED SHARES OF COMMON STOCK FROM 100,000,000 TO 200,000,000.	Management	For	For
3	TO APPROVE THE COMPANY S 2005 STOCK OPTION PLAN.	Management	For	Against
4	TO RATIFY THE SELECTION OF ERNST & YOUNG LLP AS THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM OF THE COMPANY FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005.1	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: SIMON PROPERTY GROUP, INC. MEETING DATE: 05/11/2005
TICKER: SPG     SECURITY ID: 828806109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BIRCH BAYH AS A DIRECTOR	Management	For	For
1.2	ELECT MELVYN E. BERGSTEIN AS A DIRECTOR	Management	For	For
1.3	ELECT LINDA WALKER BYNOE AS A DIRECTOR	Management	For	For
1.4	ELECT KAREN N. HORN AS A DIRECTOR	Management	For	For
1.5	ELECT REUBEN S. LEIBOWITZ AS A DIRECTOR	Management	For	For
1.6	ELECT J. ALBERT SMITH, JR. AS A DIRECTOR	Management	For	For
1.7	ELECT PIETER S. VAN DEN BERG AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2005.1	Management	For	For
3	TO CONSIDER AND VOTE ON A STOCKHOLDER PROPOSAL.	Shareholder	Against	Against
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: STARWOOD HOTELS & RESORTS WORLDWIDE, MEETING DATE: 05/05/2005
TICKER: HOT     SECURITY ID: 85590A203
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT BARSHEFSKY AS A DIRECTOR	Management	For	For
1.2	ELECT CHAPUS AS A DIRECTOR	Management	For	For
1.3	ELECT DUNCAN AS A DIRECTOR	Management	For	For
1.4	ELECT HEYER AS A DIRECTOR	Management	For	For
1.5	ELECT HIPPEAU AS A DIRECTOR	Management	For	For
1.6	ELECT QUAZZO AS A DIRECTOR	Management	For	For
1.7	ELECT RYDER AS A DIRECTOR	Management	For	For
1.8	ELECT STERNLICHT AS A DIRECTOR	Management	For	For
1.9	ELECT YIH AS A DIRECTOR	Management	For	For
1.10	ELECT YOUNGBLOOD AS A DIRECTOR	Management	For	For
2	RATIFICATION OF THE APPOINTMENT OF ERNST & YOUNG LLP AS THE COMPANY S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR 2005.1	Management	For	For
3	REAPPROVAL OF THE ANNUAL INCENTIVE PLAN FOR CERTAIN EXECUTIVES.	Management	For	For
4	STOCKHOLDER PROPOSAL RECOMMENDING THAT THE BOARD OF DIRECTORS ADOPT A CONFIDENTIAL VOTING POLICY.	Shareholder	Against	For
5	STOCKHOLDER PROPOSAL REQUESTING THAT THE BOARD OF DIRECTORS ACT TO EXPENSE STOCK OPTIONS.	Shareholder	Against	Against
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: THE ROUSE COMPANY MEETING DATE: 11/09/2004
TICKER: RSE     SECURITY ID: 779273101
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1	PROPOSAL TO APPROVE THE MERGER BETWEEN THE ROUSE COMPANY AND RED ACQUISITION, LLC, A SUBSIDIARY OF GENERAL GROWTH PROPERTIES, INC., SUBSTANTIALLY ON THE TERMS SET FORTH IN THE AGREEMENT AND PLAN OF MERGER, DATED AS OF AUGUST 19, 2004, ATTACHED TO THE PROXY STATEMENT AS ANNEX A, AS MORE FULLY DESCRIBED IN THE ACCOMPANYING PROXY STATEMENT.	Management	For	For
2	PROPOSAL TO APPROVE AN ADJOURNMENT OF THE SPECIAL MEETING, IF NECESSARY, TO SOLICIT ADDITIONAL PROXIES IN FAVOR OF THE MERGER.	Management	For	Abstain

ISSUER NAME: TRIZEC PROPERTIES, INC. MEETING DATE: 05/19/2005
TICKER: TRZ     SECURITY ID: 89687P107
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT PETER MUNK AS A DIRECTOR	Management	For	For
1.2	ELECT TIMOTHY CALLAHAN AS A DIRECTOR	Management	For	For
1.3	ELECT L. JAY CROSS AS A DIRECTOR	Management	For	For
1.4	ELECT BRIAN MULRONEY AS A DIRECTOR	Management	For	For
1.5	ELECT JAMES O'CONNOR AS A DIRECTOR	Management	For	For
1.6	ELECT GLENN RUFRANO AS A DIRECTOR	Management	For	For
1.7	ELECT RICHARD THOMSON AS A DIRECTOR	Management	For	For
1.8	ELECT POLYVIOS VINTIADIS AS A DIRECTOR	Management	For	For
1.9	ELECT STEPHEN VOLK AS A DIRECTOR	Management	For	For
2	RATIFY THE RE-APPOINTMENT OF PRICEWATERHOUSECOOPERS LLP AS TRIZEC S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM FOR THE FISCAL YEAR ENDING DECEMBER 31, 2005.	Management	For	For

ISSUER NAME: U-STORE-IT TRUST MEETING DATE: 05/31/2005
TICKER: YSI     SECURITY ID: 91274F104
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ROBERT J. AMSDELL AS A DIRECTOR	Management	For	For
1.2	ELECT BARRY L. AMSDELL AS A DIRECTOR	Management	For	For
1.3	ELECT THOMAS A. COMMES AS A DIRECTOR	Management	For	For
1.4	ELECT J.C. 'JACK' DANNEMILLER AS A DIRECTOR	Management	For	For
1.5	ELECT W.M. DIEFENDERFER III AS A DIRECTOR	Management	For	For
1.6	ELECT HAROLD S. HALLER AS A DIRECTOR	Management	For	For
1.7	ELECT DAVID J. LARUE AS A DIRECTOR	Management	For	For

ISSUER NAME: UNITED DOMINION REALTY TRUST, INC. MEETING DATE: 05/03/2005
TICKER: UDR     SECURITY ID: 910197102
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ERIC J. FOSS AS A DIRECTOR	Management	For	For
1.2	ELECT ROBERT P. FREEMAN AS A DIRECTOR	Management	For	For
1.3	ELECT JON A. GROVE AS A DIRECTOR	Management	For	For
1.4	ELECT JAMES D. KLINGBEIL AS A DIRECTOR	Management	For	For
1.5	ELECT ROBERT C. LARSON AS A DIRECTOR	Management	For	For
1.6	ELECT THOMAS R. OLIVER AS A DIRECTOR	Management	For	For
1.7	ELECT LYNNE B. SAGALYN AS A DIRECTOR	Management	For	For
1.8	ELECT MARK J. SANDLER AS A DIRECTOR	Management	For	For
1.9	ELECT ROBERT W. SCHARAR AS A DIRECTOR	Management	For	For
1.10	ELECT THOMAS W. TOOMEY AS A DIRECTOR	Management	For	For
2	PROPOSAL TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP TO SERVE AS OUR INDEPENDENT AUDITORS FOR THE YEAR ENDING DECEMBER 31, 2005.1	Management	For	For
3	PROPOSAL TO APPROVE THE NEW OUT-PERFORMANCE PROGRAM, INCLUDING THE SERIES C OUT-PERFORMANCE PROGRAM, AND AN AMENDMENT TO THE SERIES A OUT-PERFORMANCE PROGRAM TO ALLOW THE PARTICIPANTS TO TRANSFER INTERESTS TO THE COMPANY OR IN EXCHANGE FOR INTERESTS IN SUBSEQUENT OUT-PERFORMANCE PROGRAMS.	Management	For	For
4	PROPOSAL TO AUTHORIZE THE CREATION AND THE ISSUANCE OF THE NEW SERIES F PREFERRED STOCK TO GIVE VOTING RIGHTS TO HOLDERS OF OP UNITS.	Management	For	For
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: VENTAS, INC. MEETING DATE: 05/24/2005
TICKER: VTR     SECURITY ID: 92276F100
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT DEBRA A. CAFARO AS A DIRECTOR	Management	For	For
1.2	ELECT RONALD G. GEARY AS A DIRECTOR	Management	For	For
1.3	ELECT DOUGLAS CROCKER II AS A DIRECTOR	Management	For	For
1.4	ELECT CHRISTOPHER T. HANNON AS A DIRECTOR	Management	For	For
1.5	ELECT THOMAS C. THEOBALD AS A DIRECTOR	Management	For	For
1.6	ELECT JAY M. GELLERT AS A DIRECTOR	Management	For	For
1.7	ELECT SHELI Z. ROSENBERG AS A DIRECTOR	Management	For	For
2	TO RATIFY THE APPOINTMENT OF ERNST & YOUNG LLP AS THE INDEPENDENT AUDITORS FOR FISCAL YEAR 2005.1	Management	For	For
3	TO ADOPT THE VENTAS EMPLOYEE AND DIRECTOR STOCK PURCHASE PLAN.	Management	For	Against
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.

ISSUER NAME: VORNADO REALTY TRUST MEETING DATE: 05/18/2005
TICKER: VNO     SECURITY ID: 929042109
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT ANTHONY DEERING AS A DIRECTOR	Management	For	For
1.2	ELECT MICHAEL LYNNE AS A DIRECTOR	Management	For	For
1.3	ELECT ROBERT H. SMITH AS A DIRECTOR	Management	For	For
1.4	ELECT RONALD TARGAN AS A DIRECTOR	Management	For	For
2	THE RATIFICATION OF THE SELECTION OF INDEPENDENT AUDITORS	Management	For	For

ISSUER NAME: WEINGARTEN REALTY INVESTORS MEETING DATE: 05/03/2005
TICKER: WRI     SECURITY ID: 948741103
Proposal No	Proposal	Proposed By	Management Recommendation	Vote Cast
1.1	ELECT STANFORD ALEXANDER AS A DIRECTOR	Management	For	For
1.2	ELECT ANDREW M. ALEXANDER AS A DIRECTOR	Management	For	For
1.3	ELECT J. MURRY BOWDEN AS A DIRECTOR	Management	For	For
1.4	ELECT JAMES W. CROWNOVER AS A DIRECTOR	Management	For	For
1.5	ELECT ROBERT J. CRUIKSHANK AS A DIRECTOR	Management	For	For
1.6	ELECT MELVIN A. DOW AS A DIRECTOR	Management	For	For
1.7	ELECT STEPHEN A. LASHER AS A DIRECTOR	Management	For	For
1.8	ELECT DOUGLAS W. SCHNITZER AS A DIRECTOR	Management	For	For
1.9	ELECT MARC J. SHAPIRO AS A DIRECTOR	Management	For	For
2	RATIFICATION OF DELOITTE & TOUCHE LLP AS WEINGARTEN S INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM.1	Management	For	For
3	TO TAKE ACTION UPON ANY OTHER BUSINESS AS MAY PROPERLY COME BEFORE THE MEETING.	Management	For	Abstain
1. Fidelity displays agenda items and descriptions, including the use of characters (such as page numbers, percentage and pound signs, ampersands and, in particular, asterisks and other footnote designations) as they are provided by the issuer and the vote processing agent. Generally, asterisks refer to the class of director or stock or indicate notice of voting instructions.