UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC  20549 FORM N-Q QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED MANANGEMENT INVESTMENT COMPANY  Investment Company Act file number 811-02679   DAVIS SERIES, INC. (Exact name of registrant as specified in charter)   2949 East Elvira Road, Suite 101 Tucson, AZ  85756 (Address of principal executive offices)  Thomas D. Tays Davis Selected Advisers, L.P. 2949 East Elvira Road, Suite 101 Tucson, AZ  85756 (Name and address of agent for service)  Registrants telephone number, including area code: 520-806-7600 Date of fiscal year end: December 31, 2008  Date of reporting period: September 30, 2008   ITEM 1.  SCHEDULE OF INVESTMENTS


DAVIS SERIES, INC.
        Schedule of Investments
 DAVIS OPPORTUNITY FUND
        September 30, 2008(Unaudited)
  Shares
        
        Security
        
        ValueCOMMON STOCK- (99.89%)CONSUMER DISCRETIONARY - (32.19%)Automobiles & Components  (1.22%)128,800
        Johnson Controls, Inc.
        
        $
        3,906,504107,546
        WABCO Holdings Inc.
        
        
        3,822,1857,728,689Consumer Durables & Apparel  (6.97%)115,630
        Compagnie Financiere Richemont S.A., Bearer Shares, Unit A  (Switzerland)
        
        
        5,108,930766,410
        Garmin Ltd.
        
        
        25,988,963323,279
        Hunter Douglas NV  (Netherlands)
        
        
        13,139,90144,237,794Consumer Services  (2.90%)253,760
        H&R Block, Inc.
        
        
        5,773,040387,750
        Yum! Brands, Inc.
        
        
        12,644,52718,417,567Media  (15.23%)1,500,700
        Comcast Corp., Special Class A
        
        
        29,571,2941,130,320
        Grupo Televisa S.A., ADR  (Mexico)
        
        
        24,720,098216,416
        Lagardere S.C.A.  (France)
        
        
        9,755,241171,380
        Liberty Media Corp. - Entertainment, Series A  *
        
        
        4,275,074513,900
        News Corp., Class A
        
        
        6,161,661297,000
        Walt Disney Co.
        
        
        9,114,9301,607,150
        WPP Group PLC  (United Kingdom)
        
        
        12,999,52696,597,824Retailing  (5.87%)857,210
        CarMax, Inc.  *
        
        
        12,000,940271,430
        Liberty Media Corp. - Interactive, Series A  *
        
        
        3,508,233702,600
        Netflix Inc.  *
        
        
        21,734,93137,244,104TOTAL CONSUMER DISCRETIONARY
        
        
        204,225,978CONSUMER STAPLES - (2.21%)Food & Staples Retailing  (1.34%)85,430
        Costco Wholesale Corp.
        
        
        5,546,543145,790
        Whole Foods Market, Inc.
        
        
        2,915,8008,462,343Food, Beverage & Tobacco  (0.87%)140,905
        Heineken Holding NV  (Netherlands)
        
        
        5,531,756TOTAL CONSUMER STAPLES
        
        
        13,994,099ENERGY - (6.63%)69,800
        Devon Energy Corp.
        
        
        6,365,76085,800
        Occidental Petroleum Corp.
        
        
        6,044,610224,110
        Tenaris S.A., ADR  (Argentina)
        
        
        8,357,062194,159
        Transocean Inc.  *
        
        
        21,326,425TOTAL ENERGY
        
        
        42,093,857FINANCIALS - (18.42%)Diversified Financials  (7.77%)Capital Markets  (3.48%)398,810
        Bank of New York Mellon Corp.
        
        
        12,993,230924,685
        E*TRADE Financial Corp.  *
        
        
        2,704,703
   
 DAVIS SERIES, INC.
        Schedule of Investments
 DAVIS OPPORTUNITY FUND - (Continued)
        September 30, 2008(Unaudited)
  Shares
        
        Security
        
        ValueCOMMON STOCK  (CONTINUED)FINANCIALS  (CONTINUED)Diversified Financials  (Continued)Capital Markets  (Continued)65,172
        Julius Baer Holding, AG  (Switzerland)
        
        $
        3,241,031124,110
        Merrill Lynch & Co., Inc.
        
        
        3,139,98322,078,947Diversified Financial Services  (4.29%)2,153
        CME Group Inc.
        
        
        799,861495,450
        Oaktree Capital Group LLC, Class A  (a)
        
        
        13,748,738146,955
        Pargesa Holdings S.A., Bearer Shares  (Switzerland)
        
        
        12,647,45727,196,05649,275,003Insurance  (9.16%)Insurance Brokers  (0.81%)237,253
        Brown & Brown, Inc.
        
        
        5,129,410Life & Health Insurance  (2.08%)123,330
        Aflac, Inc.
        
        
        7,245,637202,230
        Power Corp. of Canada  (Canada)
        
        
        5,928,66013,174,297Property & Casualty Insurance  (4.21%)815,510
        Ambac Financial Group, Inc.
        
        
        1,900,13866,365
        Markel Corp.  *
        
        
        23,327,298127,470
        MBIA Inc.  *
        
        
        1,516,89326,744,329Reinsurance  (2.06%)42,480
        Everest Re Group, Ltd.
        
        
        3,675,79443,230
        RenaissanceRe Holdings Ltd.
        
        
        2,247,960131,825
        Transatlantic Holdings, Inc.
        
        
        7,164,68913,088,44358,136,479Real Estate  (1.49%)435,283
        Redwood Trust, Inc.
        
        
        9,458,699TOTAL FINANCIALS
        
        
        116,870,181HEALTH CARE - (11.36%)Health Care Equipment & Services  (3.96%)85,065
        Cardinal Health, Inc.
        
        
        4,192,003226,190
        IDEXX Laboratories, Inc.  *
        
        
        12,394,081337,040
        UnitedHealth Group Inc.
        
        
        8,557,44625,143,530Pharmaceuticals, Biotechnology & Life Sciences  (7.40%)461,660
        Johnson & Johnson
        
        
        31,983,805809,000
        Schering-Plough Corp.
        
        
        14,942,23046,926,035TOTAL HEALTH CARE
        
        
        72,069,565INDUSTRIALS - (6.94%)Capital Goods  (4.32%)1,242,768
        Blount International, Inc.  *
        
        
        13,832,008201,470
        Shaw Group Inc.  *
        
        
        6,191,173
   2
  
 DAVIS SERIES, INC.
        Schedule of Investments
 DAVIS OPPORTUNITY FUND - (Continued)
        September 30, 2008(Unaudited)
  Shares/Principal
        
        Security
        
        ValueCOMMON STOCK  (CONTINUED)INDUSTRIALS  (CONTINUED)Capital Goods  (Continued)79,190
        Siemens AG, Registered  (Germany)
        
        $
        7,386,60527,409,786Commercial & Professional Services  (1.97%)36,230
        D&B Corp.
        
        
        3,418,663372,070
        Iron Mountain Inc.  *
        
        
        9,082,22912,500,892Transportation  (0.65%)958,000
        Clark Holdings, Inc.  *(b)
        
        
        1,350,78041,600
        Kuehne & Nagel International AG, Registered  (Switzerland)
        
        
        2,775,6614,126,441TOTAL INDUSTRIALS
        
        
        44,037,119INFORMATION TECHNOLOGY - (17.74%)Semiconductors & Semiconductor Equipment  (2.36%)695,680
        Texas Instruments Inc.
        
        
        14,957,120Software & Services  (10.19%)680,472
        Convera Corp., Class A  *
        
        
        700,88689,549
        Google Inc., Class A  *
        
        
        35,866,165806,560
        Microsoft Corp.
        
        
        21,519,021380,000
        Yahoo! Inc.  *
        
        
        6,572,10064,658,172Technology Hardware & Equipment  (5.19%)546,000
        Agilent Technologies, Inc.  *
        
        
        16,194,360246,710
        Cisco Systems, Inc.  *
        
        
        5,563,311680,520
        Dell Inc.  *
        
        
        11,208,16432,965,835TOTAL INFORMATION TECHNOLOGY
        
        
        112,581,127MATERIALS - (3.52%)262,560
        Sigma-Aldrich Corp.
        
        
        13,762,083679,600
        Sino-Forest Corp.  (Canada)*
        
        
        8,563,247TOTAL MATERIALS
        
        
        22,325,330TELECOMMUNICATION SERVICES - (0.88%)57,730
        American Tower Corp., Class A  *
        
        
        2,076,548571,253
        Sprint Nextel Corp.  *
        
        
        3,484,643TOTAL TELECOMMUNICATION SERVICES
        
        
        5,561,191TOTAL COMMON STOCK  (Identified cost $686,789,098)
        
        
        633,758,447CONVERTIBLE BONDS- (0.85%)TELECOMMUNICATION SERVICES - (0.85%)$
        5,600,000
        Level 3 Communications, Inc., Conv. Sr. Notes, 10.00%, 05/01/11
        
        
        5,425,000TOTAL CONVERTIBLE BONDS  (Identified cost $5,600,000)
        
        
        5,425,000
   3
  
 DAVIS SERIES, INC.
        Schedule of Investments
 DAVIS OPPORTUNITY FUND - (Continued)
        September 30, 2008(Unaudited)
  Principal
        
        Security
        
        ValueSHORT TERM INVESTMENTS- (0.41%)$
        1,478,000
        ABN AMRO Inc. Joint Repurchase Agreement,1.75%, 10/01/08, dated 09/30/08, repurchase value of $1,478,072(collateralized by: U.S. Government agency mortgages and obligations in a pooled cash account, 0.00%-7.25%, 03/08/13-04/16/37, total market value $1,507,560)
        
        $
        1,478,0001,132,000
        Morgan Stanley & Co. Joint Repurchase Agreement,1.70%, 10/01/08, dated 09/30/08, repurchase value of $1,132,053(collateralized by: U.S. Government agency mortgages in a pooled cash account, 5.205%-5.50%, 07/01/34-05/01/38, total market value $1,154,640)
        
        
        1,132,000TOTAL SHORT TERM INVESTMENTS  (Identified cost $2,610,000)
        
        
        2,610,000Total Investments  (101.15%)  (Identified cost $694,999,098)  (c)
        
        
        641,793,447Liabilities Less Other Assets  (1.15%)
        
        
        (7,321,911)Net Assets  (100.00%)
        
        $
        634,471,536ADR: American Depositary Receipt*
        
        Non-Income producing security.(a)
        
        Illiquid Security  Securities may be considered illiquid if they lack a readily available market or if valuation has not changed for a certain period of time. The aggregate value of illiquid securities in the Fund was $13,748,738, or 2.17% of the Funds net assets as of September 30, 2008.(b)
        
        Affiliated Company.  Represents ownership of at least 5% of the voting securities of the issuer and is an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended September 30, 2008.  The aggregate fair value of the securities of affiliated companies held by the Fund as of September 30, 2008, amounts to $1,350,780.  Transactions during the period in which the issuers were affiliates are as follows:
  Security
        
        Shares
December 31, 2007
        
        Gross
Additions
        
        Gross
Reductions
        
        Shares
September 30, 2008
        
        Dividend
IncomeClark Holdings, Inc.
        
        
        
        978,700
        
        20,700
        
        958,000
        
        $
        
  (c)
        
        Aggregate cost for federal income tax purposes is $700,128,175.  At September 30, 2008 unrealized appreciation (depreciation) of securities for federal income tax purposes is as follows:Unrealized appreciation
        
        $
        81,104,159Unrealized depreciation
        
        
        (139,438,887)Net unrealized depreciation
        
        $
        (58,334,728)Please refer to "Notes to Schedule of Investments" on page 21 for the Fund's policy regarding valuation of investments.For information regarding the Fund's other significant accounting policies, please refer to the Fund's most recent Semi-Annual or Annual Shareholder Report.
   4
  
 DAVIS SERIES, INC.
        Schedule of Investments


DAVIS GOVERNMENT BOND FUND
        September 30, 2008(Unaudited)




Principal
        
        Security
        
        ValueGOVERNMENT AGENCY NOTES- (18.19%)$
        125,000
        Fannie Mae, 6.50%, 07/15/09
        
        $
        127,921500,000
        Fannie Mae, 4.00%, 11/09/09
        
        
        505,930130,000
        Fannie Mae, 3.00%, 12/18/09
        
        
        128,979500,000
        Fannie Mae, 5.00%, 07/28/10
        
        
        516,079755,338
        Fannie Mae, 4.10%, 11/25/10
        
        
        768,293180,000
        Fannie Mae, 3.50%, 06/03/11
        
        
        176,367195,000
        Fannie Mae, 4.125%, 01/30/12
        
        
        192,491500,000
        Federal Farm Credit Bank, 4.125%, 07/17/09
        
        
        502,602340,000
        Federal Farm Credit Bank, 4.50%, 10/04/10
        
        
        348,365600,000
        Federal Home Loan Bank, 5.00%, 11/03/09
        
        
        613,3301,000,000
        Federal Home Loan Bank, 4.875%, 03/12/10
        
        
        1,023,9152,600,000
        Federal Home Loan Bank, 3.40%, 09/17/10
        
        
        2,580,249471,325
        Federal Home Loan Bank, 4.75%, 10/25/10
        
        
        482,1451,023,832
        Federal Home Loan Bank, 5.30%, 06/15/12
        
        
        1,058,8602,000,000
        Federal Home Loan Bank, 4.75%, 02/06/15
        
        
        1,945,8611,099,030
        Final Maturity Amortizing Notes, 4.10%, 01/25/10
        
        
        1,099,4092,687,295
        Final Maturity Amortizing Notes, 4.62%, 04/25/10
        
        
        2,734,019230,000
        Freddie Mac, 3.00%, 06/30/09
        
        
        228,991200,000
        Freddie Mac, 4.00%, 09/22/09
        
        
        202,061245,000
        Freddie Mac, 3.00%, 11/15/09
        
        
        244,602165,000
        Freddie Mac, 3.00%, 12/15/09
        
        
        164,613200,000
        Freddie Mac, 5.00%, 10/18/10
        
        
        206,9751,200,000
        Freddie Mac, 3.50%, 12/09/10
        
        
        1,189,4551,000,000
        Freddie Mac, 5.25%, 02/24/11
        
        
        1,005,783985,000
        Freddie Mac, 4.25%, 12/26/18    (a)
        
        
        988,526TOTAL GOVERNMENT AGENCY NOTES 
(Identified cost $19,034,545)
        
        
        19,035,821MORTGAGES- (73.68%)COLLATERALIZED MORTGAGE OBLIGATIONS - (22.12%)95,756
        Fannie Mae, 5.00%, 07/25/15
        
        
        96,3121,662,748
        Fannie Mae, 4.50%, 07/25/21
        
        
        1,641,0771,499,545
        Fannie Mae, 5.50%, 11/25/23
        
        
        1,493,5061,150,385
        Fannie Mae, 5.50%, 11/25/25
        
        
        1,161,0462,284,943
        Fannie Mae, 5.50%, 01/25/28
        
        
        2,290,1714,628,008
        Fannie Mae, 4.00%, 09/25/31
        
        
        4,576,468791,485
        Freddie Mac, 4.00%, 09/15/10
        
        
        789,143708,248
        Freddie Mac, 5.00%, 08/15/14
        
        
        710,509955,245
        Freddie Mac, 5.00%, 08/15/16
        
        
        963,572300,000
        Freddie Mac, 5.00%, 05/15/27
        
        
        304,1881,930,030
        Freddie Mac, 6.00%, 05/15/35
        
        
        1,918,528346,730
        Ginnie Mae, 6.00%, 03/20/14
        
        
        348,2711,236,538
        Ginnie Mae, 6.00%, 05/16/30
        
        
        1,248,3195,588,097
        Ginnie Mae, 5.00%, 08/20/32
        
        
        5,607,938Total Collateralized Mortgage Obligations
        
        
        23,149,048FANNIE MAE POOLS - (19.62%)212,105
        5.50%, 09/01/09, Pool No. 254469
        
        
        214,3002,505,000
        4.50%, 11/01/09, Pool No. 254566
        
        
        2,527,876348,133
        4.00%, 08/01/10, Pool No. 254861
        
        
        350,587731,916
        4.00%, 09/01/10, Pool No. 254901
        
        
        738,0151,417,455
        4.50%, 07/01/12, Pool No. 255863
        
        
        1,407,028






5







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS GOVERNMENT BOND FUND - (Continued)
        September 30, 2008(Unaudited)




Principal
        
        Security
        
        ValueMORTGAGES  (CONTINUED)FANNIE MAE POOLS  (CONTINUED)$
        585,126
        4.50%, 01/01/13, Pool No. 254646
        
        $
        579,8233,593,802
        6.00%, 09/01/17, Pool No. 665776
        
        
        3,678,9672,691,928
        4.50%, 08/01/18, Pool No. 254833
        
        
        2,660,8031,864,390
        4.00%, 01/01/19, Pool No. 976841
        
        
        1,785,736197,470
        6.50%, 07/01/32, Pool No. 635069
        
        
        204,0312,216,797
        5.508%, 10/01/32, Pool No. 648917 (b)
        
        
        2,211,2751,022,884
        4.81%, 05/01/35, Pool No. 826242 (b)
        
        
        1,019,3651,440,625
        5.065%, 01/01/36, Pool No. 848973 (b)
        
        
        1,439,813276,250
        5.803%, 03/01/36, Pool No. 843396 (b)
        
        
        272,1731,449,110
        5.624%, 04/01/36, Pool No. 851605 (b)
        
        
        1,439,451Total Fannie Mae Pools
        
        
        20,529,243FREDDIE MAC POOLS - (31.94%)758,840
        4.00%, 02/01/09, Pool No. L75353
        
        
        760,2702,061,213
        4.00%, 03/01/09, Pool No. M90903
        
        
        2,065,6151,261,686
        4.50%, 07/01/09, Pool No. M90934
        
        
        1,267,535467,683
        4.50%, 10/01/09, Pool No. M80778
        
        
        472,0681,180,753
        5.00%, 02/01/10, Pool No. M90972
        
        
        1,194,5902,837,295
        4.00%, 03/01/10, Pool No. M80806
        
        
        2,857,244856,697
        4.50%, 03/01/10, Pool No. M80807
        
        
        866,3356,407,640
        4.50%, 05/01/10, Pool No. M80818
        
        
        6,491,740700,522
        3.00%, 10/01/10, Pool No. M91001
        
        
        692,799840,344
        4.00%, 11/01/10, Pool No. M80864
        
        
        848,6453,397,170
        4.50%, 11/01/10, Pool No. M80865
        
        
        3,456,620863,418
        3.50%, 04/01/12, Pool No. M80974
        
        
        856,6721,295,532
        4.00%, 12/01/12, Pool No. M81008
        
        
        1,304,844967,013
        4.50%, 03/01/15, Pool No. B18794
        
        
        965,5833,047,068
        5.00%, 05/01/21, Pool No. G13296
        
        
        3,047,0681,982,884
        5.50%, 06/01/22, Pool No. G12688
        
        
        1,998,169710,130
        4.53%, 12/01/34, Pool No. 1H1238 (b)
        
        
        712,4333,668,664
        4.742%, 04/01/35, Pool No. 782528 (b)
        
        
        3,574,834Total Freddie Mac Pools
        
        
        33,433,064TOTAL MORTGAGES  (Identified cost $77,374,276)
        
        
        77,111,355SHORT TERM INVESTMENTS- (10.53%)6,241,000
        ABN AMRO Inc. Joint Repurchase Agreement,1.75%, 10/01/08, dated 09/30/08, repurchase value of $6,241,303(collateralized by: U.S. Government agency mortgages and obligations in a pooled cash account, 0.00%-7.25%, 03/08/13-04/16/37, total market value $6,365,820)
        
        
        6,241,0004,778,000
        Morgan Stanley & Co. Joint Repurchase Agreement,1.70%, 10/01/08, dated 09/30/08, repurchase value of $4,778,226(collateralized by: U.S. Government agency mortgages in a pooled cash account, 5.205%-5.50%, 07/01/34-05/01/38, total market value $4,873,560)
        
        
        4,778,000TOTAL SHORT TERM INVESTMENTS  (Identified cost $11,019,000)
        
        
        11,019,000






6







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS GOVERNMENT BOND FUND - (Continued)
        September 30, 2008(Unaudited)




Total Investments  (102.40%)  (Identified cost $107,427,821)  (c)
        
        $
        107,166,176Liabilities Less Other Assets  (2.40%)
        
        
        (2,507,289)Net Assets  (100.00%)
        
        $
        104,658,887(a)
        
        Represents a step-up bond: a bond that pays one coupon rate for an initial period followed by a higher coupon rate.(b)
        
        The interest rates on floating rate securities, shown as of September 30, 2008, may change daily or less frequently and are based on indices of market interest rates.  For purposes of amortized cost valuation, the maturity dates of these securities are considered to be the effective maturities, based on the reset dates of the securities' variable rates.(c)
        
        Aggregate cost for federal income tax purposes is $107,427,821.  At September 30, 2008 unrealized appreciation (depreciation) of securities for federal income tax purposes is as follows:Unrealized appreciation
        
        $
        257,863Unrealized depreciation
        
        
        (519,508)Net unrealized depreciation
        
        $
        (261,645)Please refer to "Notes to Schedule of Investments" on page 21 for the Fund's policy regarding valuation of investments.For information regarding the Fund's other significant accounting policies, please refer to the Fund's most recent Semi-Annual or Annual Shareholder Report.






7







|DAVIS SERIES, INC. | Schedule of Investments
|------------------ | -----------------------

DAVIS GOVERNMENT MONEY MARKET FUND
        September 30, 2008(Unaudited)




Principal
        
        Security
        
        ValueFANNIE MAE- (4.22%)$
        360,000
        4.50%, 10/15/08
        
        $
        360,329500,000
        3.75%, 10/24/08
        
        
        500,3551,000,000
        3.875%, 11/17/08
        
        
        1,002,0577,305,000
        3.375%, 12/15/08
        
        
        7,316,9451,354,000
        5.25%, 01/15/09
        
        
        1,363,2304,000,000
        5.00%, 01/23/09
        
        
        4,032,7295,000,000
        3.25%, 02/15/09
        
        
        5,007,6772,400,000
        3.85%, 04/14/09
        
        
        2,419,231600,000
        4.02%, 04/20/09
        
        
        603,639TOTAL FANNIE MAE  (Identified cost $22,606,192)
        
        
        22,606,192FEDERAL FARM CREDIT BANK- (6.57%)1,875,000
        4.07%, 10/06/08
        
        
        1,875,462500,000
        4.875%, 11/20/08
        
        
        501,4964,000,000
        3.70%, 12/17/08
        
        
        4,012,08220,000,000
        1.938%, 01/02/09  (a)
        
        
        20,000,0008,381,000
        2.49%, 02/05/09  (b)
        
        
        8,307,380500,000
        4.125%, 04/15/09
        
        
        503,355TOTAL FEDERAL FARM CREDIT BANK 
(Identified cost $35,199,775)
        
        
        35,199,775FEDERAL HOME LOAN BANK- (50.01%)860,000
        4.375%, 10/03/08
        
        
        860,1062,525,000
        4.50%, 10/14/08
        
        
        2,526,8785,000,000
        2.39%, 10/15/08  (b)
        
        
        4,995,35312,000,000
        4.625%, 10/24/08
        
        
        12,015,0291,000,000
        4.75%, 10/27/08
        
        
        1,001,5395,000,000
        5.00%, 10/27/08
        
        
        5,009,7361,000,000
        4.50%, 10/28/08
        
        
        1,001,37910,000,000
        2.565%, 11/07/08
        
        
        10,004,0921,000,000
        2.644%, 11/14/08  (a)
        
        
        1,000,0272,010,000
        3.625%, 11/14/08
        
        
        2,012,3434,600,000
        4.125%, 11/17/08
        
        
        4,598,825500,000
        5.00%, 11/17/08
        
        
        501,554850,000
        4.35%, 11/19/08
        
        
        852,01510,000,000
        2.57%, 11/24/08  (b)
        
        
        9,961,45013,000,000
        2.18%, 11/28/08  (b)
        
        
        12,954,3418,500,000
        2.58%, 12/01/08  (a)
        
        
        8,499,78210,000,000
        2.575%, 12/08/08  (a)
        
        
        10,005,14110,000,000
        2.12%, 12/15/08  (b)
        
        
        9,955,8335,000,000
        2.70%, 12/18/08  (b)
        
        
        4,970,750500,000
        4.375%, 12/19/08
        
        
        502,155500,000
        5.49%, 12/22/08
        
        
        503,4481,000,000
        4.125%, 12/23/08
        
        
        1,003,9741,500,000
        3.00%, 12/26/08
        
        
        1,501,2071,000,000
        4.70%, 12/26/08
        
        
        1,002,25410,000,000
        3.20%, 01/05/09  (b)
        
        
        9,914,6675,000,000
        3.31%, 01/09/09  (b)
        
        
        4,954,0285,000,000
        3.25%, 01/14/09
        
        
        5,000,00020,000,000
        2.629%, 01/23/09  (a)
        
        
        20,009,6053,000,000
        5.477%, 01/28/09
        
        
        3,025,5105,000,000
        3.30%, 02/02/09  (b)
        
        
        4,943,1676,000,000
        2.76%, 02/12/09
        
        
        6,000,000






8







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS GOVERNMENT MONEY MARKET FUND - (Continued)
        September 30, 2008(Unaudited)




Principal
        
        Security
        
        ValueFEDERAL HOME LOAN BANK (CONTINUED)$
        12,000,000
        2.55%, 02/18/09  (a)
        
        $
        12,000,0004,000,000
        2.10%, 02/25/09  (a)
        
        
        4,000,0003,000,000
        3.20%, 02/27/09  (b)
        
        
        2,960,26712,000,000
        2.388%, 03/13/09  (a)
        
        
        11,985,38310,000,000
        2.50%, 03/17/09
        
        
        10,003,96717,000,000
        2.24%, 03/20/09  (a)
        
        
        17,000,0001,000,000
        3.32%, 03/30/09
        
        
        1,003,21917,000,000
        3.58%, 03/30/09
        
        
        17,015,470750,000
        4.08%, 03/30/09
        
        
        754,2125,000,000
        2.32%, 04/01/09
        
        
        4,990,7465,000,000
        1.47%, 04/03/09  (a)
        
        
        5,000,0005,000,000
        2.32%, 04/08/09  (a)
        
        
        5,000,0001,000,000
        4.00%, 04/21/09
        
        
        1,005,8851,250,000
        5.863%, 04/22/09
        
        
        1,272,4263,500,000
        5.00%, 04/23/09
        
        
        3,544,8861,700,000
        5.79%, 04/27/09
        
        
        1,725,4491,800,000
        2.60%, 05/14/09
        
        
        1,796,8374,000,000
        4.25%, 05/15/09
        
        
        4,042,7421,000,000
        3.05%, 08/28/09
        
        
        1,000,000500,000
        5.25%, 09/11/09
        
        
        511,979TOTAL FEDERAL HOME LOAN BANK 
(Identified cost $267,699,656)
        
        
        267,699,656FREDDIE MAC- (12.08%)25,000,000
        5.00%, 10/01/08
        
        
        25,000,0003,000,000
        5.125%, 10/15/08
        
        
        3,003,3071,000,000
        4.75%, 10/17/08
        
        
        1,001,088500,000
        4.90%, 11/03/08
        
        
        501,0501,000,000
        3.875%, 11/10/08
        
        
        1,001,282500,000
        3.94%, 11/20/08
        
        
        500,8523,525,000
        4.75%, 11/26/08
        
        
        3,539,6522,224,000
        4.625%, 12/19/08
        
        
        2,235,0772,500,000
        4.875%, 02/17/09
        
        
        2,517,77210,000,000
        4.75%, 03/05/09
        
        
        10,088,0851,840,000
        5.75%, 03/15/09
        
        
        1,865,9891,000,000
        3.755%, 03/18/09
        
        
        1,004,5534,500,000
        3.375%, 04/15/09
        
        
        4,513,4456,905,000
        2.90%, 06/12/09
        
        
        6,883,7391,000,000
        3.00%, 06/30/09
        
        
        999,844TOTAL FREDDIE MAC  (Identified cost $64,655,735)
        
        
        64,655,735HOUSING & URBAN DEVELOPMENT- (0.74%)3,800,000
        7.198%, 08/01/09
        
        
        3,941,670TOTAL HOUSING & URBAN DEVELOPMENT 
(Identified cost $3,941,670)
        
        
        3,941,670






9







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS GOVERNMENT MONEY MARKET FUND - (Continued)
        September 30, 2008(Unaudited)




Principal
        
        Security
        
        ValueMORTGAGES - (1.35%)FREDDIE MAC POOLS - (1.35%)$
        96,894
        3.50%, 10/01/08, Pool No. M90850
        
        $
        96,894590,554
        4.50%, 11/01/08, Pool No. M90878
        
        
        591,0031,319,553
        4.00%, 02/01/09, Pool No. M90895
        
        
        1,322,8691,716,704
        3.50%, 03/01/09, Pool No. M90909
        
        
        1,718,242481,629
        4.50%, 03/01/09, Pool No. M90904
        
        
        483,3613,015,399
        3.50%, 04/01/09, Pool No. M90913
        
        
        3,019,935Total Freddie Mac Pools
        
        
        7,232,304TOTAL MORTGAGES  (Identified cost $7,232,304)
        
        
        7,232,304REPURCHASE AGREEMENTS- (27.99%)84,866,000
        ABN AMRO Inc. Joint Repurchase Agreement,1.75%, 10/01/08, dated 09/30/08, repurchase value of $84,870,125(collateralized by: U.S. Government agency mortgages and obligations in a pooled cash account, 0.00%-7.25%, 03/08/13-04/16/37, total market value $86,563,320)
        
        
        84,866,00064,973,000
        Morgan Stanley & Co. Joint Repurchase Agreement,1.70%, 10/01/08, dated 09/30/08, repurchase value of $64,976,068(collateralized by: U.S. Government agency mortgages in a pooled cash account, 5.205%-5.50%, 07/01/34-05/01/38, total market value $66,272,460)
        
        
        64,973,000TOTAL REPURCHASE AGREEMENTS  (Identified cost $149,839,000)
        
        
        149,839,000Total Investments  (102.96%)  (Identified cost $551,174,332)  (c)
        
        
        551,174,332Liabilities Less Other Assets  (2.96%)
        
        
        (15,853,851)Net Assets  (100.00%)
        
        $
        535,320,481(a)
        
        The interest rates on floating rate securities, shown as of September 30, 2008, may change daily or less frequently and are based on indices of market interest rates.  For purposes of amortized cost valuation, the maturity dates of these securities are considered to be the effective maturities, based on the reset dates of the securities' variable rates.(b)
        
        Zero coupon bonds reflect the effective yield on the date of purchase.(c)
        
        Aggregate cost for Federal Income Tax purposes is $551,174,332.Please refer to "Notes to Schedule of Investments" on page 21 for the Fund's policy regarding valuation of investments.For information regarding the Fund's other significant accounting policies, please refer to the Fund's most recent Semi-Annual or Annual Shareholder Report.






10







|DAVIS SERIES, INC. | Schedule of Investments
|------------------ | -----------------------

DAVIS FINANCIAL FUND
        September 30, 2008(Unaudited)




Shares
        
        Security
        
        ValueCOMMON STOCK- (99.01%)CONSUMER DISCRETIONARY - (2.05%)Consumer Services  (2.05%)662,100
        H&R Block, Inc.
        
        $
        15,062,775TOTAL CONSUMER DISCRETIONARY
        
        
        15,062,775ENERGY - (5.76%)618,700
        Canadian Natural Resources Ltd.  (Canada)
        
        
        42,356,202TOTAL ENERGY
        
        
        42,356,202FINANCIALS - (79.71%)Banks  (4.03%)Commercial Banks  (4.03%)75,700
        ICICI Bank Ltd., ADR  (India)
        
        
        1,780,464459,950
        State Bank of India Ltd., GDR  (India)
        
        
        27,791,83029,572,294Diversified Financials  (41.31%)Capital Markets  (17.67%)393,500
        Ameriprise Financial, Inc.
        
        
        15,031,7001,157,500
        Bank of New York Mellon Corp.
        
        
        37,711,350587,300
        Brookfield Asset Management Inc., Class A  (Canada)
        
        
        16,115,512136,100
        Goldman Sachs Group, Inc.
        
        
        17,420,800234,200
        Julius Baer Holding, AG  (Switzerland)
        
        
        11,646,8631,260,150
        Merrill Lynch & Co., Inc.
        
        
        31,881,795129,808,020Consumer Finance  (9.85%)1,949,000
        American Express Co.
        
        
        69,053,0701,351,000
        First Marblehead Corp.  *
        
        
        3,363,99072,417,060Diversified Financial Services  (13.79%)1,019,560
        JPMorgan Chase & Co.
        
        
        47,613,452872,600
        Moody's Corp.
        
        
        29,668,400330,000
        Oaktree Capital Group LLC, Class A  (a)
        
        
        9,157,50013,900
        RHJ International  (Belgium)*
        
        
        126,074396,550
        RHJ International, 144A  (Belgium)*(b)(c)
        
        
        3,576,048182,000
        Visa Inc., Class A
        
        
        11,172,980101,314,454303,539,534Insurance  (34.37%)Life & Health Insurance  (2.53%)334,733
        China Life Insurance Co., Ltd., ADR  (China)
        
        
        18,617,849Multi-line Insurance  (8.30%)866,796
        American International Group, Inc.
        
        
        2,886,4311,470,600
        Loews Corp.
        
        
        58,073,99460,960,425Property & Casualty Insurance  (10.58%)169,800
        Ambac Financial Group, Inc.
        
        
        395,634337,300
        FPIC Insurance Group, Inc.  *
        
        
        18,330,56988,200
        Markel Corp.  *
        
        
        31,002,300534,000
        MBIA Inc.  *
        
        
        6,354,6001,244,000
        Progressive Corp. (Ohio)
        
        
        21,645,60077,728,703






11







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS FINANCIAL FUND - (Continued)
        September 30, 2008(Unaudited)




Shares/Principal
        
        Security
        
        ValueCOMMON STOCK  (CONTINUED)FINANCIALS  (CONTINUED)Insurance  (Continued)Reinsurance  (12.96%)225,000
        Everest Re Group, Ltd.
        
        $
        19,469,2501,394,187
        Transatlantic Holdings, Inc.
        
        
        75,774,06395,243,313252,550,290TOTAL FINANCIALS
        
        
        585,662,118INDUSTRIALS - (8.74%)Commercial & Professional Services  (8.74%)680,650
        D&B Corp.
        
        
        64,226,134TOTAL INDUSTRIALS
        
        
        64,226,134MATERIALS - (2.75%)918,000
        Sealed Air Corp.
        
        
        20,186,820TOTAL MATERIALS
        
        
        20,186,820TOTAL COMMON STOCK  (Identified cost $591,887,114)
        
        
        727,494,049SHORT TERM INVESTMENTS- (0.95%)$
        3,937,000
        ABN AMRO Inc. Joint Repurchase Agreement,1.75%, 10/01/08, dated 09/30/08, repurchase value of $3,937,191(collateralized by: U.S. Government agency mortgages and obligations in a pooled cash account, 0.00%-7.25%, 03/08/13-04/16/37, total market value $4,015,740)
        
        
        3,937,0003,015,000
        Morgan Stanley & Co. Joint Repurchase Agreement,1.70%, 10/01/08, dated 09/30/08, repurchase value of $3,015,142(collateralized by: U.S. Government agency mortgages in a pooled cash account, 5.205%-5.50%, 07/01/34-05/01/38, total market value $3,075,300)
        
        
        3,015,000TOTAL SHORT TERM INVESTMENTS  (Identified cost $6,952,000)
        
        
        6,952,000Total Investments  (99.96%)  (Identified cost $598,839,114)  (d)
        
        
        734,446,049Other Assets Less Liabilities  (0.04%)
        
        
        285,433Net Assets  (100.00%)
        
        $
        734,731,482ADR: American Depositary ReceiptGDR: Global Depositary Receipt*
        
        Non-Income producing security.(a)
        
        Illiquid Security  Securities may be considered illiquid if they lack a readily available market or if valuation has not changed for a certain period of time. The aggregate value of illiquid securities amounted to $9,157,500, or 1.24% of the Funds net assets as of September 30, 2008.(b)
        
        These securities are subject to Rule 144A.  The Board of Directors of the Fund has determined that there is sufficient liquidity in these securities to realize current valuations.  These securities amounted to $3,576,048, or 0.49% of the Fund's net assets, as of September 30, 2008.(c)
        
        Restricted securities are not registered under the Securities Act of 1933 and may have contractual restrictions on resale. They are valued under methods approved by the Board of Directors as reflecting fair value. The aggregate value of restricted securities amounted to $3,576,048, or 0.49% of the Funds net assets as of September 30, 2008.






12







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS FINANCIAL FUND - (Continued)
        September 30, 2008(Unaudited)




(d)
        
        Aggregate cost for federal income tax purposes is $598,839,114.  At September 30, 2008 unrealized appreciation (depreciation) of securities for federal income tax purposes is as follows:Unrealized appreciation
        
        $
        255,402,715Unrealized depreciation
        
        
        (119,795,780)Net unrealized appreciation
        
        $
        135,606,935Please refer to "Notes to Schedule of Investments" on page 21 for the Fund's policy regarding valuation of investments.For information regarding the Fund's other significant accounting policies, please refer to the Fund's most recent Semi-Annual or Annual Shareholder Report.






13







|DAVIS SERIES, INC. | Schedule of Investments
|------------------ | -----------------------

DAVIS APPRECIATION & INCOME FUND
        September 30, 2008(Unaudited)




Shares
        
        Security
        
        ValueCOMMON STOCK- (46.53%)CONSUMER DISCRETIONARY - (9.95%)Media  (1.30%)525,000
        News Corp., Class A
        
        $
        6,294,750115,000
        News Corp., Class B
        
        
        1,397,2507,692,000Retailing  (8.65%)121,213
        Amazon.com, Inc.  *
        
        
        8,818,246250,450
        J. C. Penney Co., Inc.
        
        
        8,350,003735,400
        Kohl's Corp.  *
        
        
        33,887,23251,055,481TOTAL CONSUMER DISCRETIONARY
        
        
        58,747,481CONSUMER STAPLES - (8.96%)Food & Staples Retailing  (3.90%)1,150,000
        Whole Foods Market, Inc.
        
        
        23,000,000Food, Beverage & Tobacco  (2.30%)1,137,300
        Tyson Foods, Inc., Class A
        
        
        13,579,362Household & Personal Products  (2.76%)392,200
        Avon Products, Inc.
        
        
        16,303,754TOTAL CONSUMER STAPLES
        
        
        52,883,116ENERGY - (3.21%)119,000
        Devon Energy Corp.
        
        
        10,852,800325,000
        Nabors Industries Ltd.  *
        
        
        8,099,000TOTAL ENERGY
        
        
        18,951,800FINANCIALS - (9.87%)Diversified Financials  (5.16%)Capital Markets  (3.33%)777,750
        Merrill Lynch & Co., Inc.
        
        
        19,677,075Consumer Finance  (1.83%)305,000
        American Express Co.
        
        
        10,806,15030,483,225Insurance  (0.30%)Property & Casualty Insurance  (0.30%)772,300
        Ambac Financial Group, Inc.
        
        
        1,799,459Real Estate  (4.41%)477,940
        Forest City Enterprises, Inc., Class A
        
        
        14,658,420559,300
        General Growth Properties, Inc.
        
        
        8,445,43045,000
        SL Green Realty Corp.
        
        
        2,916,00026,019,850TOTAL FINANCIALS
        
        
        58,302,534HEALTH CARE - (2.53%)Health Care Equipment & Services  (2.53%)266,500
        Universal Health Services, Inc., Class B
        
        
        14,931,995TOTAL HEALTH CARE
        
        
        14,931,995INDUSTRIALS - (7.28%)Capital Goods  (4.43%)432,000
        General Electric Co.
        
        
        11,016,000673,400
        Masco Corp.
        
        
        12,080,796






14







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS APPRECIATION & INCOME FUND - (Continued)
        September 30, 2008(Unaudited)




Shares/Principal
        
        Security
        
        ValueCOMMON STOCK  (CONTINUED)INDUSTRIALS  (CONTINUED)Capital Goods  (Continued)200,000
        United Rentals, Inc.  *
        
        $
        3,048,00026,144,796Commercial & Professional Services  (2.85%)120,000
        School Specialty, Inc.  *
        
        
        3,745,800382,000
        Waste Connections, Inc.  *
        
        
        13,102,60016,848,400TOTAL INDUSTRIALS
        
        
        42,993,196INFORMATION TECHNOLOGY - (1.64%)Semiconductors & Semiconductor Equipment  (1.64%)457,900
        Fairchild Semiconductor International, Inc.  *
        
        
        4,070,731296,700
        International Rectifier Corp.  *
        
        
        5,643,2349,713,965TOTAL INFORMATION TECHNOLOGY
        
        
        9,713,965MATERIALS - (1.94%)520,000
        Sealed Air Corp.
        
        
        11,434,800TOTAL MATERIALS
        
        
        11,434,800UTILITIES - (1.15%)580,700
        AES Corp.  *
        
        
        6,788,383TOTAL UTILITIES
        
        
        6,788,383TOTAL COMMON STOCK  (Identified cost $385,953,571)
        
        
        274,747,270CONVERTIBLE PREFERRED STOCK- (8.98%)FINANCIALS - (5.98%)Diversified Financials  (2.78%)Diversified Financial Services  (2.78%)400,000
        Citigroup Inc., 6.50%, 12/31/49, Conv. Pfd.
        
        
        16,400,000Real Estate  (3.20%)650,000
        Digital Realty Trust L.P., 5.50%, 12/31/49, Cum. Conv. Pfd.
        
        
        18,890,625TOTAL FINANCIALS
        
        
        35,290,625INDUSTRIALS - (1.13%)Capital Goods  (0.41%)109,741
        United Rentals Trust I, 6.50%, 08/01/28, Conv. Pfd.
        
        
        2,441,737Transportation  (0.72%)161,300
        Continental Airlines Finance Trust II, 6.00%, 11/15/30, Cum. Conv. Pfd.
        
        
        4,213,963TOTAL INDUSTRIALS
        
        
        6,655,700UTILITIES - (1.87%)288,810
        AES Trust III, 6.75%, 10/15/29, Conv. Pfd.
        
        
        11,075,863TOTAL UTILITIES
        
        
        11,075,863TOTAL CONVERTIBLE PREFERRED STOCK 
(Identified cost $54,879,026)
        
        
        53,022,188CONVERTIBLE BONDS- (38.99%)CONSUMER DISCRETIONARY - (1.59%)Media  (1.59%)$
        16,050,000
        News America Inc., Conv. Notes, Zero coupon, 02/28/21    (a)(b)(c)
        
        
        9,399,040TOTAL CONSUMER DISCRETIONARY
        
        
        9,399,040






15







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS APPRECIATION & INCOME FUND - (Continued)
        September 30, 2008(Unaudited)




Principal
        
        Security
        
        ValueCONVERTIBLE BONDS  (CONTINUED)CONSUMER STAPLES - (2.22%)Food, Beverage & Tobacco  (2.22%)$
        14,000,000
        Tyson Foods, Inc., Conv. Sr. Notes, 3.25%, 10/15/13
        
        $
        13,125,000TOTAL CONSUMER STAPLES
        
        
        13,125,000ENERGY - (3.21%)21,000,000
        Nabors Industries Inc., Conv. Sr. Notes, 0.94%, 05/15/11
        
        
        18,952,500TOTAL ENERGY
        
        
        18,952,500FINANCIALS - (14.03%)Real Estate  (14.03%)7,750,000
        Digital Realty Trust L.P., 144A Conv. Sr. Notes, 4.125%, 08/15/26    (d)
        
        
        11,388,62523,000,000
        Forest City Enterprises, Inc., Class A, Conv. Sr. Notes, 3.625%, 10/15/11
        
        
        17,572,00021,000,000
        General Growth Properties, Inc., 144A Conv. Sr. Notes, 3.98%, 04/15/27    (d)
        
        
        12,600,00018,000,000
        Reckson Operating Partnership, L.P., Conv. Sr. Notes (Convertible into SL
Green Realty Corp.), 4.00%, 06/15/25
        
        
        15,615,00024,000,000
        Vornado Realty L.P., Conv. Sr. Deb., 3.875%, 04/15/25
        
        
        25,650,00082,825,625TOTAL FINANCIALS
        
        
        82,825,625HEALTH CARE - (0.62%)Pharmaceuticals, Biotechnology & Life Sciences  (0.62%)3,900,000
        Valeant Pharmaceuticals International, Conv. Sub. Notes, 4.00%, 11/15/13
        
        
        3,670,875TOTAL HEALTH CARE
        
        
        3,670,875INDUSTRIALS - (10.69%)Capital Goods  (4.04%)8,500,000
        Quanta Services, Inc., Conv. Sub. Deb., 4.50%, 10/01/23
        
        
        20,655,0003,720,000
        United Rentals North America Inc., Conv. Sr. Sub., 1.875%, 10/15/23
        
        
        3,180,60023,835,600Commercial & Professional Services  (6.65%)8,500,000
        School Specialty, Inc., Conv. Sub. Deb., 3.75%, 11/30/26
        
        
        7,288,75022,101,000
        School Specialty, Inc., Conv. Sub. Notes, 3.75%, 08/01/23    (e)
        
        
        20,747,31410,000,000
        Waste Connections, Inc., Conv. Sr. Notes, 3.75%, 04/01/26
        
        
        11,262,50039,298,564TOTAL INDUSTRIALS
        
        
        63,134,164INFORMATION TECHNOLOGY - (5.36%)Semiconductors & Semiconductor Equipment  (5.36%)36,000,000
        Intel Corp., Conv. Sub. Deb., 2.95%, 12/15/35
        
        
        31,635,000TOTAL INFORMATION TECHNOLOGY
        
        
        31,635,000MATERIALS - (1.27%)8,000,000
        Sealed Air Corp., 144A, Conv. Sr. Notes, 3.00%, 06/30/33    (d)
        
        
        7,530,000TOTAL MATERIALS
        
        
        7,530,000TOTAL CONVERTIBLE BONDS  (Identified cost $246,314,584)
        
        
        230,272,204CORPORATE BONDS- (5.81%)CONSUMER DISCRETIONARY - (1.87%)Retailing  (1.87%)1,900,000
        AutoZone, Inc., Sr. Notes, 5.50%, 11/15/15
        
        
        1,777,60610,000,000
        Kohl's Corp., Sr. Notes, 6.25%, 12/15/17
        
        
        9,256,69011,034,296TOTAL CONSUMER DISCRETIONARY
        
        
        11,034,296






16







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS APPRECIATION & INCOME FUND - (Continued)
        September 30, 2008(Unaudited)




Principal
        
        Security
        
        ValueCORPORATE BONDS - (CONTINUED)Consumer Staples - (0.85%)Household & Personal Products  (0.85%)$
        6,000,000
        Avon Products, Inc., Sr. Notes, 4.20%, 07/15/18
        
        $
        5,048,664TOTAL CONSUMER STAPLES
        
        
        5,048,664FINANCIALS - (1.32%)Real Estate  (1.32%)14,000,000
        Thornburg Mortgage, Inc., Sr. Notes, 8.00%, 05/15/13    (a)
        
        
        7,770,000TOTAL FINANCIALS
        
        
        7,770,000INDUSTRIALS - (1.77%)Capital Goods  (1.77%)12,000,000
        Masco Corp., 6.125%, 10/03/16
        
        
        10,442,364TOTAL INDUSTRIALS
        
        
        10,442,364TOTAL CORPORATE BONDS  (Identified cost $41,468,267)
        
        
        34,295,324Total Investments  (100.31%)  (Identified cost $728,615,448)  (f)
        
        
        592,336,986Liabilities Less Other Assets  (0.31%)
        
        
        (1,826,410)Net Assets  (100.00%)
        
        $
        590,510,576*
        
        Non-Income producing security.(a)
        
        Illiquid Security  Securities may be considered illiquid if they lack a readily available market or if valuation has not changed for a certain period of time. The aggregate value of illiquid securities amounted to $17,169,040, or 2.91% of the Funds net assets as of September 30, 2008.(b)
        
        As of September 30, 2008, zero coupon bonds represented $9,399,040, or 1.59% of the Fund's net assets.  Because zero coupon bonds pay no interest their value is generally more volatile than the value of other debt securities.(c)
        
        Zero coupon bonds reflect the effective yield on the date of purchase.(d)
        
        These securities are subject to Rule 144A.  The Board of Directors of the Fund has determined that there is sufficient liquidity in these securities to realize current valuations.  These securities amounted to $31,518,625, or 5.34% of the Fund's net assets, as of September 30, 2008.(e)
        
        Represents a step-down bond: a bond that pays one coupon rate for an initial period followed by a lower coupon rate.(f)
        
        Aggregate cost for federal income tax purposes is $728,761,509.  At September 30, 2008 unrealized appreciation (depreciation) of securities for federal income tax purposes is as follows:Unrealized appreciation
        
        $
        25,970,366Unrealized depreciation
        
        
        (162,394,889)Net unrealized depreciation
        
        $
        (136,424,523)Please refer to Notes to Schedule of Investments on page 21 for the Funds policy regarding valuation of investments.For information regarding the Fund's other significant accounting policies, please refer to the Fund's most recent Semi-Annual or Annual Shareholder Report.






17







|DAVIS SERIES, INC. | Schedule of Investments
|------------------ | -----------------------

DAVIS REAL ESTATE FUND
        September 30, 2008(Unaudited)




Shares
        
        Security
        
        ValueCOMMON STOCK- (95.47%)FINANCIALS - (92.38%)Diversified Financials  (3.03%)Capital Markets  (3.03%)570,750
        Brookfield Asset Management Inc., Class A  (Canada)
        
        $
        15,661,380Real Estate  (89.35%)Real Estate Investment Trusts (REITs)  (78.23%)Diversified REITs  (5.82%)1,158,300
        Cousins Properties, Inc.
        
        
        29,223,909324,000
        Gramercy Capital Corp.
        
        
        839,16030,063,069Industrial REITs  (5.34%)2,358,300
        Brixton PLC  (United Kingdom)
        
        
        8,880,5931,291,200
        DCT Industrial Trust Inc.
        
        
        9,671,088524,500
        First Potomac Realty Trust
        
        
        9,016,15527,567,836Office REITs  (33.37%)388,113
        Alexandria Real Estate Equities, Inc.
        
        
        43,662,713306,242
        Boston Properties, Inc.
        
        
        28,682,626729,238
        Corporate Office Properties Trust
        
        
        29,424,753849,419
        Derwent London PLC  (United Kingdom)
        
        
        15,986,769947,800
        Digital Realty Trust, Inc.
        
        
        44,783,550150,800
        SL Green Realty Corp.
        
        
        9,771,840172,312,251Residential REITs  (12.08%)847,600
        American Campus Communities, Inc.
        
        
        28,716,688104,100
        AvalonBay Communities, Inc.
        
        
        10,245,522198,100
        Essex Property Trust, Inc.
        
        
        23,441,17362,403,383Retail REITs  (11.98%)130,700
        Federal Realty Investment Trust
        
        
        11,187,9201,248,657
        General Growth Properties, Inc.
        
        
        18,854,721162,778
        Regency Centers Corp.
        
        
        10,855,665419,600
        Taubman Centers, Inc.
        
        
        20,980,00061,878,306Specialized REITs  (9.64%)1,222,847
        Cogdell Spencer, Inc.  (a)
        
        
        20,225,889598,500
        Ventas, Inc.
        
        
        29,577,87049,803,759404,028,604Real Estate Management & Development  (11.12%)Diversified Real Estate Activities  (2.07%)259,200
        Mitsubishi Estate Co., Ltd.  (Japan)
        
        
        5,107,573288,000
        Mitsui Fudosan Co., Ltd.  (Japan)
        
        
        5,564,71910,672,292Real Estate Operating Companies  (9.05%)1,453,084
        Forest City Enterprises, Inc., Class A
        
        
        44,566,086






18







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS REAL ESTATE FUND - (Continued)
        September 30, 2008(Unaudited)




Shares/Principal
        
        Security
        
        ValueCOMMON STOCK  (CONTINUED)FINANCIALS  (CONTINUED)Real Estate  (Continued)Real Estate Management & Development  (Continued)Real Estate Operating Companies  (Continued)3,458,400
        Minerva PLC  (United Kingdom)*
        
        $
        2,174,95846,741,04457,413,336461,441,940TOTAL FINANCIALS
        
        
        477,103,320INDUSTRIALS - (3.09%)Transportation  (3.09%)214,400
        Alexander & Baldwin, Inc.
        
        
        9,445,39270,300
        Burlington Northern Santa Fe Corp.
        
        
        6,497,829TOTAL INDUSTRIALS
        
        
        15,943,221TOTAL COMMON STOCK  (Identified cost $495,678,286)
        
        
        493,046,541PREFERRED STOCK- (0.41%)FINANCIALS - (0.41%)Real Estate  (0.41%)Real Estate Investment Trusts (REITs)  (0.41%)Residential REITs  (0.41%)43,700
        Equity Residential, 7.00%, Series E, Cum. Conv. Pfd.
        
        
        2,141,300TOTAL  PREFERRED STOCK  (Identified cost $1,079,517)
        
        
        2,141,300CONVERTIBLE BONDS- (0.18%)FINANCIALS - (0.18%)Real Estate  (0.18%)Real Estate Investment Trusts (REITs)  (0.18%)Office REITs  (0.18%)$
        1,230,000
        SL Green Realty Corp., 144A Conv. Sr. Notes, 3.00%, 03/30/27 (b)
        
        
        905,588TOTAL CONVERTIBLE BONDS  (Identified cost $1,211,132)
        
        
        905,588SHORT TERM INVESTMENTS- (3.82%)11,189,000
        ABN AMRO Inc. Joint Repurchase Agreement,1.75%, 10/01/08, dated 09/30/08, repurchase value of $11,189,544(collateralized by: U.S. Government agency mortgages and obligations in a pooled cash account, 0.00%-7.25%, 03/08/13-04/16/37, total market value $11,412,780)
        
        
        11,189,0008,566,000
        Morgan Stanley & Co. Joint Repurchase Agreement,1.70%, 10/01/08, dated 09/30/08, repurchase value of $8,566,405(collateralized by: U.S. Government agency mortgages in a pooled cash account, 5.205%-5.50%, 07/01/34-05/01/38, total market value $8,737,320)
        
        
        8,566,000TOTAL SHORT TERM INVESTMENTS  (Identified cost $19,755,000)
        
        
        19,755,000






19







DAVIS SERIES, INC.
        Schedule of Investments


DAVIS REAL ESTATE FUND - (Continued)
        September 30, 2008(Unaudited)




Total Investments  (99.88%)  (Identified cost $517,723,935)  (c)
        
       $
        515,848,429Other Assets Less Liabilities  (0.12%)
        
        
        600,119Net Assets  (100.00%)
        
        $
        516,448,548*
        
        Non-Income producing security.(a)
        
        Affiliated Company.  Represents ownership of at least 5% of the voting securities of the issuer and is an affiliate, as defined in the Investment Company Act of 1940, at or during the period ended September 30, 2008.  The aggregate fair value of the securities of affiliated companies held by the Fund as of September 30, 2008, amounts to $20,225,889.  Transactions during the period in which the issuers were affiliates are as follows:




Security
        
        Shares
December 31, 2007
        
        Gross
Additions
        
        Gross
Reductions
        
        Shares
September 30, 2008
        
        Dividend
IncomeCogdell Spencer, Inc.
        
        
        
        1,222,847
        
        
        
        1,222,847
        
        $
        1,230,789




(b)
        
        These securities are subject to Rule 144A.  The Board of Directors of the Fund has determined that there is sufficient liquidity in these securities to realize current valuations.  These securities amounted to $905,588, or 0.18% of the Fund's net assets, as of September 30, 2008.(c)
        
        Aggregate cost for federal income tax purposes is $519,466,148.  At September 30, 2008 unrealized appreciation (depreciation) of securities for federal income tax purposes is as follows:Unrealized appreciation
        
        $
        75,174,940Unrealized depreciation
        
        
        (78,792,659)Net unrealized depreciation
        
        $
        (3,617,719)Please refer to Notes to Schedule of Investments on page 21 for the Funds policy regarding valuation of investments.For information regarding the Fund's other significant accounting policies, please refer to the Fund's most recent Semi-Annual or Annual Shareholder Report.






20







DAVIS SERIES, INC.
        Notes to Schedule of Investments
 September 30, 2008(Unaudited)
  VALUATION OF SECURITIES The Funds calculate the net asset value of their shares as of the close of the New York Stock Exchange (Exchange), normally 4:00 P.M. Eastern time, on each day the Exchange is open for business. Securities listed on the Exchange (and other national exchanges) are valued at the last reported sales price on the day of valuation. Securities traded in the over-the-counter market (e.g. NASDAQ) and listed securities for which no sale was reported on that date are stated at the average of closing bid and asked prices. Securities traded on foreign exchanges are valued based upon the last sales price on the principal exchange on which the security is traded prior to the time when the Funds assets are valued. Securities (including restricted securities) for which market quotations are not readily available
are valued at their fair value. Securities whose values have been materially affected by what Davis Selected Advisers, L.P. (Davis Advisors or Adviser), the Funds investment adviser, identifies as a significant event occurring before the Funds assets are valued but after the close of their respective exchanges will be fair valued. Fair value is determined in good faith using consistently applied procedures under the supervision of the Board of Directors. Short-term securities purchased within 60 days to maturity are valued at amortized cost, which approximates market value. The value of short-term securities originally purchased with maturities greater than 60 days, are valued at market value. For Davis Government Money Market Fund, in compliance with Rule 2a-7 of the 40 Act, securities are valued at amortized cost, which approximates market value. These valuation procedures are reviewed and subject to approval by the Board of Directors.  Fair Value Measurements-The Funds adopted Financial Accounting Standards Board Statement of Financial Accounting Standards No. 157, Fair Value Measurements (FAS 157), effective January 1, 2008. In accordance with FAS 157, fair value is defined as the price that the Funds would receive upon selling an investment in a timely transaction to an independent buyer in the principal or most advantageous market of the investment. FAS 157 established a three-tier hierarchy to maximize the use of observable market data and minimize the use of unobservable inputs and to establish classification of fair value measurements for disclosure purposes. The three-tier hierarchy of inputs is summarized in the three broad levels listed below.  §
        Level 1  quoted prices in active markets for identical securities
 §
        Level 2  other significant observable inputs (including quoted prices for similar investments, interest rates, prepayment speeds, credit risk, etc.)
 §
        Level 3  significant unobservable inputs (including Funds own assumptions in determining the fair value of investments)
  The inputs or methodology used for valuing securities are not necessarily an indication of the risk associated with investing in those securities.  Money market securities are valued using amortized cost, in accordance with rules under the 40 Act.  Generally, amortized cost approximates the current fair value of a security, but since the value is not obtained from a quoted price in an active market, such securities are reflected as Level 2.  The following is a summary of the inputs used as of September 30, 2008 in valuing each Funds investments carried at value: Investment in Securities at ValueDavis
        
        
        
        DavisDavis
        
        Davis
        
        Government
        
        Davis
        
        Appreciation
        
        DavisOpportunity
        
        Government
        
        Money Market
        
        Financial
        
        & Income
        
        Real EstateFund
        
        Bond Fund
        
        Fund
        
        Fund
        
        Fund
        
        FundValuation inputsLevel 1  Quoted prices
        $
        547,423,601
        
        $
        
        
        $
        
        
        $
        678,771,783
        
        $
        302,223,133
        
        $
        455,331,929Level 2  Other SignificantObservable Inputs
        
        94,369,846
        
        
        107,166,176
        
        
        551,174,332
        
        
        55,674,266
        
        
        290,113,853
        
        
        60,516,500Level 3  Significant UnobservableInputs
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        Total
        $
        641,793,447
        
        $
        107,166,176
        
        $
        551,174,332
        
        $
        734,446,049
        
        $
        592,336,986
        
        $
        515,848,429
    21


ITEM 2.  CONTROLS AND PROCEDURES  (a)
        The registrant's principal executive officer and principal financial officer have concluded that the registrant's disclosure controls and procedures (as defined in Rule 30a-3(c) under the Investment Company Act of 1940, as amended) are effective as of a date within 90 days of the filing date of this report.  (b)
        There have been no significant changes in the registrant's internal controls or in other factors that could significantly affect these controls.  ITEM 3.  EXHIBITS  EX-99.CERT - Section 302 Certification  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.  DAVIS SERIES, INC.  By /s/ Kenneth C. Eich Kenneth C. Eich Principal Executive Officer  Date:  November 28, 2008  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 C. Eich Kenneth C. Eich Principal Executive Officer  Date:  November 28, 2008  By /s/ Douglas A. Haines Douglas A. Haines Principal Financial officer  Date:  November 28, 2008