N-14

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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

FORM N14

REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933/X/

PreEffective Amendment No./ /

PostEffective Amendment No./ /

(Check appropriate box or boxes)

T. Rowe Price Science & Technology Fund, Inc.

Exact Name of Registrant as Specified in Charter

100 East Pratt Street, Baltimore, Maryland 21202

Address of Principal Executive Offices

41034520 00

Registrant`s Telephone Number, Including Area Code

David Oestreicher

100 East Pratt Street, Baltimore, Maryland 21202

Name and Address of Agent for Service

(Number and Street) (City) (State) (Zip Code)

Approximate Date of Proposed Public Offering September5, 2008

Calculation of Registration Fee under the Securities Act of 1933:

Title of the securities being registered: Shares of common stock, par value $0.01 per share, of the T. Rowe Price Science & Technology Fund, Inc. The Registrant has registered an indefinite amount of securities pursuant to Rule 24f-2 under the Investment Company Act of 1940, as amended; accordingly, no filing fee is payable herewith in reliance upon Section 24(f).

It is proposed that this filing will become effective August 28, 2008 pursuant to Rule 488.

Proxy Information

This proxy material concerns the T. Rowe PriceDeveloping Technologies Fund

September 5, 2008

Dear Shareholder:

We cordially invite you to attend a special meeting of shareholders of the T.Rowe Price Developing Technologies Fund ("Developing Technologies Fund") on Tuesday, October 21, 2008. The purpose of the meeting is to vote on a proposed transaction involving your fund that was recommended by your fund`s Board of Directors. Under the transaction, you would become a shareholder of the T.Rowe Price Science & Technology Fund ("Science & Technology Fund"). The value of your account in the Science & Technology Fund will be the same as it was in the Developing Technologies Fundon the valuation date of the transaction, which is expected to be November 14, 2008. The reasons we are recommending this transaction are briefly summarized below. The accompanying proxy statement contains detailed information on the transaction and comparisons of the funds. We ask you to read the enclosed information carefully and register your vote.

The directors and management of the Developing Technologies Fund considered the following in making their recommendation:

The objectives of the two funds are similar in that the Science & Technology Fund seeks to provide long-term capital appreciation and the Developing Technologies Fund seeks to provide long-term capital growth. Although the funds` investment programs have some similarities, they differ in that the Developing Technologies Fund focuses on emerging companies with developing technologies and services. The Science & Technology Fund is a much larger, more diversified fund that allocates its investments across a broad array of technology companies.

The small size of the Developing Technologies Fund has caused the fund`s expenses to remain relatively high. As of June 30, 2008, the Science & Technology Fund`s expense ratio was 0.97% while Developing Technologies Fund`s was 1.50%. The larger Science & Technology Fund that would result from this transaction also sho uld benefit from some efficiencies in terms of investing, trading, and execution.

In addition, while there is no guarantee it would continue, the performance of the Science & Technology Fundhas been consistently better than the Developing Technologies Fund, as illustrated by the following:

Average Annual Total Returns
Periods ended June 30, 2008	1 year	3 years	5 years	Since inception (8/31/00)
Developing Technologies	-17.92%	< font style="font-size:10.0pt;" face="Berkeley Book">2.92%	6.27%	-9.96%
Periods ended June 30, 2008	1 year	3 years	5 years	10 years
Science & Technology	-6.60	5.61	7.52	-0.09

The transaction will not create any tax liabilities for you; the exchange of shares will not be a taxable event. As a shareholder in the Developing Technologies Fund, you will carry over your cost basis and holding periods which will apply to shares you will hold in the Science & Technology Fund.

The services you have selected for your Developing Technologies Fund account would generally apply to your account in the Science & Technology Fund, including the reinvestment or distribution of any dividends and capital gains.

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For these reasons, T. Rowe Price and the directors of your fund believe your interests will be better served over time by voting for this transaction. A more detailed comparative summary of the funds is set forth in the accompanying proxy statement. If the proposal is approved on October21, the transaction will take place shortly thereafter, and you will own shares of equal value in the Science & Technology Fund on the day of the transaction.

We realize it may be difficult for you to attend the meeting to vote your shares; however, we need your vote. You may vote by mail, telephone, or through the Internet, as explained on the enclosed card. By voting promptly, you help avoid the expense of additional mailings.

Your vote is extremely important. If you have any questions, please call us at 1-800-541-5910.

Sincerely,

Edward C. BernardChairman of the Board

< /div>

T. Rowe Price Developing Technologies Fund, Inc.

Notice of Special Meeting of Shareholders

T.Rowe Price Funds100 East Pratt StreetBaltimore, Maryland 21202

Patricia B. LippertSecretary

September 5, 2008

A special meeting of shareholders of the T. Rowe Price Developing Technologies Fund ("Developing Technologies Fund"), will be held on Tuesday, October 21, 2008, at 8a.m., eastern time, at the Four Seasons Hotel, 2800 Pennsylvania Avenue, N.W., Washington, D.C. 20007. The following matters will be considered and acted upon at that time:

To consider and act upon a proposal to approve or disapprove an Agreement and Plan of Reorganization (Plan) for the Developing Technologies Fund. The Plan provides for the transfer of substantially all of the assets of the Developing Technologies Fund to the T.Rowe Price Science & Technology Fund ("Science & Technology Fund"), in exchange for shares of the Science & Technology Fund, and the distribution of the Science & Technology Fund shares to the shareholders of the Developing Technologies Fund in liquidation of the Developing Technologies Fund; and

Transacting such other business as may properly come before the meeting and any adjournments thereof.

Only shareholders of record at the close of business on August25, 2008, are entitled to notice of, and to vote at, this meeting or any adjournment thereof. The Board of Directors of the fund recommends that you vote in favor of this proposal.

PATRICIA B. LIPPERT

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YOUR VOTE IS IMPORTANT

Shareholders are urged to designate their choice on the matters to be acted upon by using one of the following three methods: 1. Vote by Internet.* Read the proxy statement. Go to the proxy voting link found on your proxy card. Enter the control number found on your proxy card. Follow the instructions using your proxy card as a guide.2. Vote by telephone.* Read the proxy statement. Call the toll-free number found on your proxy card. Enter the control number found on your proxy card. Follow the recorded instructions using your proxy card as a guide.3. Vote by mail. Date, sign, and return the enclosed proxy card in the envelope provided, which requires no postage if mailed in the United States.*If you vote by telephone or access the Internet voting site, your vote must be received no later than 12 midnight,eastern time, on October21, 2008.Your prompt response will help assure a quorum at the meeting and avoid the additional expense of further solicitation.

Acquisition of the Assets of the

T. ROWE PRICE Developing Technologies Fund, Inc.

By and in Exchange for Shares of the

T. ROWE PRICE Science & Technology Fund, INC.

100 East Pratt Street

Baltimore, Maryland 21202

Special Meeting of Shareholders—October 21, 2008

COMBINED PROXY STATEMENT AND PROSPECTUS

This Statement was first mailed to shareholders on or about September5, 2008.

This Combined Proxy Statement an d Prospectus (Statement) is furnished in connection with the solicitation of proxies by the Board of Directors (Board) of T. Rowe Price Developing Technologies Fund, Inc. (the "Developing Techno logies Fund"), for use at a special meeting of shareholders of the Developing Technologies Fund to be held on Tuesday, October 21, 2008. At the meeting, shareholders of the Developing Technologies Fund will be asked to approve or disapprove an Agreement and Plan of Reorganization datedAugust26, 2008 (Plan). A copy of the Plan is i ncluded as ExhibitA to this Statement. If you have any questions, please feel free to call us toll-free at1800541-5910.

If the recommendation of the Board is approved, you will become a shareholder in the T.Rowe Price Science & Technology Fund and the value of the share balance in your account will be the same as it was in the Developing Technologies Fund on the business day preceding the day of the reorganization.

The proposed Plan provides for the transfer of substantially all of the assets of the Developing Technologies Fund to T.Rowe Price Science & Technology Fund, Inc. (the "Science & Technology Fund") in exchange for shares of the Science & Technology Fund. Following the transfer, the Science & Technology Fund shares received in the exchange will be distributed to Developing Technologies Fund shareholders in complete liquidation of the Developing Technologies Fund. Shareholders of the Developing Technologies Fund will receive Science & Technology Fund shares having an aggregate net asset value equal to the aggregate net asset value of their Developing Technologies Fund shares on the business day immediately preceding the closing date of the reorganization.

The investment objective, policies, and restrictions of the Science & Technology Fund and Developing Technologies Fund are similar, but differ in certain respects. See "Comparison of Investment Objectives and Policies."

This Statement sets forth concisely the information you should know about the Science & Technology Fund and the Plan before voting on the Plan and the contemplated transaction. Please read this Statement and keep it for future reference. Further information about the Science & Technology Fund is contained in its prospectus dated May 1, 2008, and shareholder report dated June 30, 2008. The prospectus accompanies this Statement and is incorporated by reference herein (legally considered to be a part of this Statement). Copies of the prospectus and report are also available at no cost by calling 1-800-225-5132; by writing to T.Rowe Price, Three Financial Center, 4515 Painters Mill Road, Owings Mills, Maryland 21117; or by visiting our Web site at troweprice.com.

Additional information relating to this Statement, and about the proposed transaction, is contained in a Statement of Additional Information dated September5, 2008. The Statement of Additional Information is available,without charge, upon request by calling the phone number or writing to the address listed above. The Statement of Additional Information is incorporated by reference into this Statement.

A current prospectus, Statement of Additional Information, and shareholder reports for the Developing Technologies Fund are available without charge by phone, mail, or on our Web site as indicated above.

All of the above-referenced documents are also on file with the Securities and Exchange Commission and available on its Web site at http://www.sec.gov. Copies of this information may be obtained, after paying a duplicating fee, by electronic request at publicinfo@sec.gov, or by writing the Public Reference Room, Washington D.C. 20549-0102.

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THE SECURITIES AND EXCHANGE COMMISSION HAS NOT APPROVED OR DISAPPROVED THESE SECURITIES OR PASSED UPON THE ADEQUACY OF THIS COMBINED PROXY STATEMENT AND PROSPECTUS. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

TABLE OF CONTENTS

Summary8

Reasons for the Reorganization13

Information About the Reorganization15

Financial Statements20

Comparison of Investment Objectives, Policies, and Restrictions22

Additional Information About the Funds25

Further Information About Voting and the Special Meeting33

Legal Matters37

Exhibit A — Agreement and Plan of Reorganization38

No person has been authorized to give any information or to make any representations other than what is in this Statement or in the materials expressly incorporated herein by reference. Any such other information or representation should not be relied upon as having been authorized by the Developing Techn ologies Fund or Science & Technology Fund.

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SUMMARY

The information contained in this summary is qualified by reference to the more detailed information appearing elsewhere in this Statement, and in the Plan, which is included as Exhibit A to this Statement.< /i>

What are shareholders being asked to vote on?

At a meeting held on July22, 2008, the Board of the Developing Technologies Fund, including a majority of the independent directors, approved submitting the Plan to shareholders. The Plan provides for the transfer of substantially all the assets of the Developing Technologies Fund to the Science & Technology Fund in exchange for shares of the Science & Technology Fund. Following the transfer, the Science & Technology Fund shares received in the exchange will be distributed to shareholders of the Developing Technologies Fund in complete liquidation of the Developing Technologies Fund. As a result of the proposed transaction, (1)you will cease being a shareholder of the Developing Technologies Fund; (2)instead you will become an owner of shares of the Science & Technology Fund; and (3) the value of your account in t he Science & Technology Fund will equal the value of your account in the Developing Technologies Fund as of the business day immediately preceding the closing date of the reorganization.

What vote is required to approve the Plan?

Approval of the Plan for the Developing Technologies Fund requires an affirmative vote of the lesser of (a) 67% or more of the fund`s shares present at the meeting in person or by proxy if the holders of more than 50% of the outstanding shares are present in person or by proxy or (b) more than 50% of the fund`s outstanding shares. The Board recommends that shareholders of the fund vote FOR the proposal.

Will there be any tax consequences to the Developing Technologies Fund or its shareholders?

The reorganization is designed to have no adverse tax consequences to shareholders of the Developing Technologies Fund or its shareholders.

In the opinion of counsel to the fund, for federal income tax purposes:

no gain or loss will be recognized by the Developing Technologies Fund or its shareholders as a result of the reorganization,

the holding period and adjusted basis of the Science & Technology Fund shares received by a shareholder will have the same holding period and adjusted basis of the shareholder`s shares of the Developing Technologies Fund, and

the Science & Technology Fund will assume the holding period and adjusted basis of each asset of the Developing Technologies Fund that is transferred to the Science & Technology Fund that the asset had immediately prior to the reorganization. See "Information About the Reorganization — Tax Considerations."

What are the investment objectives and policies of Developing Technologies Fund and the Science & Technology Fund?

The Developing Technologies Fund seeks to provide long-term capital growth. The Science & Technology Fund seeks to provide long-term capital appreciation. The investment policies and restrictions of the Developing Technologies Fund and the Science & Technology Fund are similar in many respects, although there are differences that fund shareholders should consider. See "Comparison of Investment Objectives and Policies."

What are the management arrangements?

< font style="font-size:10.5pt;" face="Berkeley Book" color="Black">The Developing Technologies Fund and the Science & Technology Fund are advised and managed by T.Rowe Price Associates, Inc. (T.Rowe Price), 100East Pratt Street, Baltimore, Maryland 21202. T.Rowe Price was incorporated in Maryland in 1947 as successor to the investment counseling firm founded by Mr. Thomas Rowe Price,Jr., in 1937. As of June 30, 2008, T.Rowe Price and its affiliates managed over $400 billion for more than 10.5 million individual and institutional shareholders in our mutual funds and other accounts.

All decisions regarding the purchase and sale of fund investments are made by T.Rowe Price — specifically by each fund`s portfolio manager. T.Rowe Price has established an Investment Advisory Committee with respect to each fund, whose chairman has day-to-day responsibility for managing the portfolio and works with the committee in developing and executing each fund`s investment program. The chairman of the committee for the Developing Technologies Fund is Jeffrey Rottinghaus. Mr. Rottinghaus has been chairman of the committee since 2005. He joined T.Rowe Price in 2001 and his investment management experience dates from that time. The current

chairman of the committee for the Science & Technology Fund is Michael F. Sola.Mr.Sola has been chairman of the committee since 2002. He joined T.Rowe Price in 1994 and his investment management experience dates from 1997. Effective January 1, 2009, Kennard W. Allen will replace Mr.Sola as chairman and assume day-to-day responsibility for managing the Science & Technology Fund. Mr. Allen, who is currently a member of the Science & Technology Fund Investment Advisory Committee, joined T.Rowe Price in 2000 and his investment experience dates from 1999. The Statement of Additional Information for the T. Rowe Price family of funds, dated July 1, 2008, provides additional information about the current portfolio managers` compensation, other accounts managed by the portfolio managers, and their ownership of securities in the funds.< /font>

Fees and Expenses

Set forth in the following chart are the fees and expenses of the funds as of June 30, 2008, and pro forma fees and expenses, assuming the transaction takes place as scheduled.

Table 1Fees and Expenses of the Funds

Fund	Shareholder fees (fees paid directly from your investment)	Annual fund operating expenses (expenses that are deducted from fund assets)
	Redemption fee	Management fee	Otherexpenses	Total annualfundoperatingexpenses	Fee waiver	Net expenses
Developing Technologies	—a	0.90%	1.04%	1.94%	0.44%b	1.50%b
Science & Technology	—	0.65	0.32%	0.97	—	—
Pro Forma Combined	—	0.65	0.32%	0.97	—	—

aThe fund charged a 1.00% redemption fee, payable to the fund, on shares purchased and held for 90 days or less. The redemption fee was eliminated effective July 28, 2008.

bEffective May1, 2007, T.Rowe Price has contractually obligated itself to waive fees and bear any expenses through April30, 2009, that would cause the ratio of expenses to average net assets to exceed 1.50%. Fees waived or expenses paid or assumed under this agreement are subject to reimbursement to T.Rowe Price by the fund whenever the fund`s expense ratio is below 1.50%. However, no reimbursement will be made after April30, 2011, or three years after the waiver or payment, whichever is sooner, or if it would result in the expense ratio exceeding 1.50%. The fund operated under a previous expense limitation for which T.Rowe Price may be reimbursed.

Example.The following table gives you an idea of how expense ratios may translate into dollars and helps you to compare the cost of investing in this fund with that of other mutual funds. Although your actual costs may be higher or lower, the table shows how much you would pay if operating expenses remain the same, the expense limitation currently in place is not renewed, you invest $10,000, earn a 5% annual return, hold the investment for the following periods, and then redeem:

The investment management fee paid by both the Developing Technologies Fund and the Science & Technology Fund to T. Rowe Price includes a group fee and an individual fund fee.

For the period ended June 30, 2008, the management fees for the Developing Technologies Fund and Science & Tec hnology Fundwere 0.90% and 0.65%, respectively. The funds calculate and accrue the fees daily.Comparison of Investment Objectives and Policies

Fund	1 year	3 years	5 years	10 years
Developing Technologies	$160	$574	$1,013	$2,235
Science & Technology	99	309	536	1,190
Pro Forma Combined	99	309	536	1,190

	Developing Technologies	Science & Technology
Objective	Long-term capital growth	Long-term capital appreciation
Principal Investment Strategy	Normally invests at least 80% of net assets in the common stocks of companies expected to generate a majority of their revenues from the advancement and use of developing technologiesHoldings can include a broad range of small, medium, and large companies, although the primary emphasis is on emerging technology stocks with a higher growth potential than established technology companies	Normally invests at least 80% of net assets in the common stocks of companies expected to benefit from the development, advancement, and use of science and/or technologyHoldings can range from small, unseasoned companies developing new technologies to blue chip firms with established track records of developing and marketing technology
Minimum Investment	$2,500	$2,500

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Risk Factors

What are the main risks of investing in these funds and how do they differ?

The funds share certain risks because of their focus on technology stocks and related economic sectors. However, the Developing Technologies Fund is less diversified than the Science & Technology Fund within these sectors and is subject to greater volatility.While the Science & Technology Fund typically focuses on established technology companies, the Developing Technologies Fund concentrates on emerging companies and developing products and services. This concentration subjects the fund to the greater risk that smaller, unseasoned companies and products or services that at first appear promising may not prove commercially successful or may become obsolete quickly.

Since each fund is focused on the technology industry (and the Science & Technology Fund is also focu sed on the science industry), it is less diversified than stock funds investing in a broader range of industries and, therefore, could experience significant volatility. In addition, technology stocks historically have experienced unusually wide price swings, both up and down. The potential for wide variation in performance reflects the special risks common to companies in the rapidly changing field of technology. For example, products or services that at first appear promising may not prove commercially successful or may become obsolete quickly. Earnings disappointments and intense competition for market share can result in sharp price declines. A portfolio focused primarily on these types of stocks is likely to be much more volatile than one with broader diversification that includes investments in diverse economic sectors.

The level of risk will rise to the extent that a fund has significant exposure to smaller, unseasoned (those with less than a three-year operating history), and newly public companies. These companies may not have established products, experienced management, or an earnings history and their stocks may lack liquidity and be very volatile.

As with all equity funds, each fund`s share price can fall because of weakness in the broad market, a particular industry, or specific holdings. The market as a whole can decline for many reasons, including adverse political or economic developments here or abroad, changes in investor psychology, or heavy institutional selling. The prospects for an indus try or company may deteriorate because of a variety of factors, including disappointing earnings or changes in the competitive environment. In addition, our assessment of companies held by a fund may prove incorrect, resulting in losses or poor performance even in a rising market. Finally, each fund`s investment approach could fall out of favor with the investing public, resulting in lagging performance versus other types of stock funds.

Foreign stock holdings may lose value because of declining f oreign currencies or adverse political or economic events overseas. The use of futures and options, if any, subjects a fund to additional volatility and potential losses.

As with any mutual fund, there can be no guarantee a fund will achieve its objective.

What are the procedures for purchasing, redeeming, exchanging, and pricing shares?

The procedures for purchasing , redeeming, exchanging, and pricing shares of the two funds are identical.Both funds require a minimum initial investment of $2,500 and a minimum subsequent investment generally of $100.Redemption and exchange rights of the funds are identical. Shares of the funds may be redeemed at their

respective net asset values; however, large redemptions can adversely affect a portfolio manager`s ability to implement a fund`s investment strategy by causing the premature sale of securities that would otherwise be held. Therefore, the funds have the right (without prior notice) to pay all or part of t he proceeds of a large redemption (amounts over $250,000 or 1% of the fund, whichever is less) with securities from their portfolio rather than in cash.The funds` procedures for pricing their shares are identical. Fund share prices are calculated at the close of the New York Stock Exchange (normally 4 p.m. ET) each day the exchange is open for business.

What are the funds` policies on dividends and distributions?

The funds` policies on dividends and distributions are identical. Each fund has a policy of distributing all of its net investment income and realized capital gains to its respective shareholders. Dividends from net investment income for each fund are declared annually. Distributions from net capital gains, if any, are usually declared and paid in December. Dividends and capital gain distributions are reinvested in additional shares unless the shareholder selects another option on the New Account Form.

What are the tax consequences of the reorganization?

The reorganization is designed to have no adverse tax consequences to the funds or their shareholders. Of course, fund shareholders who sell their shares may have a capital gain or loss. And, capital gain distributions from the funds are also taxable. The funds follow the same policies on reporting tax information to their shareholders and the IRS.

REASONS FOR THE REORGANIZATION

Reasons for the Reorganization and Liquidation

The Boards of Directors (Boards) of the Developing Technologies Fund and Science & Technology Fund, including a majority of the independent directors, have determined that the proposed transaction is in the best interests of the shareholders of the Developing Technologies Fund and the Science & Technology Fund and that the interests of shareholders of the Developing Technologies Fund and the Science & Technology Fund will not be diluted as a result of the proposed transaction.

In considering whether to recommend the approval of the transaction, the Boards reviewed the following matters and concluded that the transaction is in the best interests of the funds for the reasons indicated.The failure of the Developing Technologies Fund to grow to a reasonable size in its eight years has caused the fund`s expense ratio to remain relatively high. The fund has never been able to operate below its expense cap of 1.50%, and while the fund`s expense limitation has effectively muted any impact on shareholders, there is no requirement for T. Rowe Price to maintain the expense cap indefinitely. Based on the fund`s current size, actual expenses, and rate of growth to date, there appears to be little reason to expect that expenses will fall below the cap. The Science & Technology Fund is a much larger fund with a broader investment program and wider investor acceptance, and is a good option for those seeking to allocate a portion of their assets to technology companies.

Developing Technologies Fund shareholders should benefit as the Science & Technology Fund has a lower expense ratio than the Developing Technologies Fund (as of June 30, 2008, 0.97% vs.1.50%). The larger Science & Technology Fund that would result from t his transaction also should benefit from efficiencies in terms of investing, trading, and execution. In addition, while there is no guarantee it would continue, the performance of the Science & Technology Fund has been consistently better than the Developing Technologies Fund.

< td style="">-17.92%

Average Annual Total Returns					< br>
Periods ended June 30, 2008	1 year	3 years	5 years	Since inception (8/31/00)
Developing Technologies	2.92%	6.27%	-9.96%
Periods ended June 30, 2008	1 year	3 years	5 years	10 years
Science & Technology	-6.60	5.61	7.52	-0.09

The objectives of the two funds are similar in that the Science & Technology Fund seeks to provide long-term capital appreciation and the Developing Technologies Fund seeks to provide long-term capital growth. However, the investment program of the Science & Technology Fund differs from the Developing Technologies Fund in that the Developing Technologies Fund focuses on emerging technology companies with developing technologies and services. The Science & Technology Fund is a much larger, more diversified fund that invests in a broad array of companies within a particularly volatile sector of the market.

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The transaction will not create any tax liabilities for you; the exchange of shares will not be a taxable event. As a shareholder in the Developing Te chnologies Fund, you will carry over your cost basis and holding period that will apply to shares you will hold in the Science & Technology Fund.

For all the reasons discussed, T. Rowe Price and the directors of your fund believe your interests will be better served over time by voting for this transaction.

In concluding to approve the proposed reorganization, the Board of the Developing Technologies Fund also considered that Developing Technologies Fund shareholders have the ability to redeem their shares at any time up to the date of the reorganization without the imposition of any sales charge or redemption fee. In concluding to approve the proposed reorganizat ion, the Board of the Developing Technologies Fund approved the elimination of the fund`s redemption fee in light of the proposed reorganization. You do not need to vote on this matter.

The assets of the Developing Technologies Fund will be transferred to the Science & Technology Fund at their fair market value on the valuation date of the transaction. Shares of the Science & Technology Fund equal in value to the assets will be received in exchange. Expenses of the transaction (other than fees of fund counsel and independent auditors, brokerage, taxes, and extraordinary items) will be borne by T.Rowe Price. Therefore, shareholders of the Developing Technologies Fund will not be diluted as a result of the transaction.

If the Plan is not approved by the Developing Technologies Fund shareholders, its Board may consider other appropriate action, such as the liquidation of the Developing Technologies Fund or a merger or other business combination with an investment company other than the Science & Technology Fund. Such other actions may require shareholder approval.

INFORMATION ABOUT THE REORGANIZATION

The following summary of the terms and conditions of the Plan is qualified by reference to the Plan, which is included as Exhibit A to this Statement.

Plan of Reorganization

If the shareholders of the Developing Technologies Fund approve the Plan, the reorganization of the Developing Technologies Fund will be consummated on or about November17, 2008, or such other date as is agreed to by the Developing Technologies Fund and the Science & Technology Fund (Closing Date). The parties may postpone the Closing Date until a later date on which all of the conditions to the obligations of each party under the Plan are satisfied, provided that the Plan may be terminated by either party if the Closing Date does not occur on or before January31, 2009. See "Conditions to Closing."

On the Closing Date, the Developing Technologies Fund will transfer substantially all of its assets to the Science & Technology Fund in exchange for shares of the Science & Technology Fund having an aggregate net asset value equal to the aggregate value of the assets so transferred as of the close of regular trading on the New York Stock Exchange on the business day immediately preceding the Closing Date (Valuation Date). The Science & Technology Fund will not assume or otherwise be responsible for any liabilities of the Developing Technologies Fund. The number of the Science & Technology Fund`s shares issued in the exchange will be determined by dividing the aggregate value of the assets of the Developing Technologies Fund transferred (computed in accorda nce with the policies and procedures set forth in the current prospectus of the Science & Technology Fund, subject to review and approval by the Developing Technologies Fund) by the net asset value per share of the Science & Technology Fund as of the close of regular trading on the Valuation Date. While it is not possible to determine the exact exchange ratio until the Valuation Date, due to, among other matters, market fluctuations and differences in the relative performance of the Developing Technologies Fund and the Science & Technology Fund, if the Valuation Date had been June30, 2008, shareholders of the Developing Technologies Fund would have received 0.200 shares of the Science & Technology Fund for each of their fund shares held.

As soon as practicable after the Closing Date, the Developing Technologies Fund will distribute, in liquidation of the Developing Technologies Fund, pro rata to its shareholders of record as of the close of business on the Valuation Date, the full and fractional shares of the Science & Technology Fund received in the exchange. The Developing Technologies Fund will accomplish this distribution by transferring the Science & Technology Fundshares then credited to the account of the Developing Technologies Fund on the books of the Science & Technology Fund to open accounts on the share records of the Science & Technology Fund in the names of the Developing Technologies Fund`s shareholders, and representing the respective pro - -rata number of the Science & Technology Fund`s shares due such shareholders. All issued and outstanding shares of the Developing Technologies Fund will then be simultaneously canceled.

Effective July28, 2008, the Developing Technologies Fund eliminated its redemption fee. The Developing Technologies Fund was closed to investments by new accounts at 4p.m. ET on August15, 2008, and will be closed for purchases by existing accounts by September15, 2008, although the fund reserves the right, in its sole discretion, to accept additional investments until the Closing Date. The services you have selected for yourDeveloping Technologies Fund account will be applied to your account in the Science & Technology Fund, including the reinvestment or distribution of dividend andcapital gain distributions, if any. If you invest systematically in the Dev eloping Technologies Fund through the Automatic Asset Builder program, this program will automatically be carried over to the Science & Technology Fund (with the same date, amount, and frequency) unless you already have an account in the Science & Technology Fund as of the Valuation Date.

The stock transfer books of the Developing Technologies Fund will be permanently closed as of the close of business on the Valuation Date. The Developing Technologies Fund will only accept redemption requests received prior to the close of regular trading on the New York Stock Exchange on the Valuation Date. Redemption requests received thereafter will be deemed to be requests for redemption of the Science & Technology Fundshares to be distributed to fund shareholders pursuant to the Plan.

Conditions to Closing

The obligation of the Developing Technologies Fund to transfer its assets to the Science & Technology Fundpursuant to the Plan is subject to the satisfaction of certain conditions precedent, including performance by the Science & Technology Fund in all material respects of its agreements and undertakings under the Plan, receipt of certain documents from the Science & Technology Fund, receipt of an opinion of counsel to the Science & Technology Fund, and approval of the Plan by the shareholders of the Developing Technologies Fund as described above. The obligation of the Science & Technology Fund to consummate the reorganization is subject to the satisfaction of certain conditions precedent, including performance by Developing Technologies Fund of its agreements and undertakings under the Plan, receipt of certain documents and financial statements from the Developing Technologies Fund, and receipt of an opinion of counsel to the Developing Technologies Fund.

The consummation of the proposed transaction is subject to a number of conditions set forth in the Plan, some of which may be waived by the Boards of the funds. The Plan may be terminated and the proposed transaction abandoned at any time, before or after approval by the shareholders of the Developing Technologies Fund, prior to the Closing Date. In addition, the Plan may be amended in any mutually agreeable manner, except that no amendment may be made subsequent to the meeting of shareholders of the Developing Technologies Fund that would detrimentally affect the value of the Science & Technology Fund`s shares to be distributed.

Expenses of Reorganization

T.Rowe Price is responsible for the payment of all expenses the funds incur in connection with the reorganization (other than fees of fund counsel and independent auditors, taxes, brokerage, or extraordinary items).

Tax Considerations

The reorganization is intended to qualify for federal income tax purposes as a tax-free reorganization under Section 368(a)(1)(C) of the Internal Revenue Code of 1986, as amended (Code), with no gain or loss recognized as a consequence of the reorganizati on by the Science & Technology Fund and Developing Technologies Fund or their shareholders.

The consummation of the transaction contemplated under the Plan is conditioned upon receipt of an opinion from Willkie Farr & GallagherLLP, counsel to both funds, to the effect that, on the basis of certain representations of fact by officers of the Developing Technologies Fund and the Science & Technology Fund, the existing provisions of the Code, current administrative rules and court decisions, for federal income tax purposes:

No gain or loss will be recognized by the Science & Technology Fund or the Developing Technologies Fund or their shareholders as a result of the reorganization.

The Science & Technology Fund will assume the basis and holding periods of the Developing Technologies Fund`s assets.

Developing Technologies Fund shareholders will carry over the cost basis and holding periods of their Developing Technologies Fund shares to their new Science & Technology Fund shares.

To ensure that the transaction qualifies as a tax - -free reorganization, it must meet certain requirements —the most important of which are that substantially all of the assets of the Developing Technologies Fund are transferred and that the Scienc e & Technology Fund will maintain the historical business of the Developing Technologies Fund (as defined by the IRS). The proposed transaction will comply with these and all other relevant requirements.

Other tax consequences to shareholders of the De veloping Technologies Fund are:

PAGE 15

Certain assets held by the Developing Technologies Fund will likely be sold prior to the transaction and not acquired by the Science & Technology Fund. It is possible that any such sales will result in a taxable distribution to shareholders of the Developing Technologies Fund. The exact amount of such sales and whether and to what extent they will result in taxable distributions to shareholders of the Developing Technologies Fund will be influenced by a variety of factors and cannot be determined at this time.

Since the cost basis of the Developing Technologies Fund`s assets which are transferred w ill remain the same, gains or losses on their subsequent sale by the Science & Technology Fund will be shared with the shareholders of the Science & Technology Fund. The potential shifting of tax consequences related to this has been estimated by T.Rowe Price and is expe cted to be minor.

It is anticipated that at the date of the reorganization, both the Developing Technologies Fund and the Science & Technology Fund may have tax basis net capital losses available to offset future tax basis net capital gains. Applicable provisions of the Code may limit the ability of the Science & Technology Fund to use such losses to offset future gains, or may extend the period during which such offset would otherwise have occurred.

Shareholders should recognize that an opinion of counsel is not binding on the Internal Revenue Service (IRS) or on any court. The funds do not expect to obtain a ruling from the IRS regarding the consequences of the reorganization. Accordingly, if the IRS sought to challenge the tax treatment of the reorganization and was successful, neither of which is anticipated, the reorganization would be treated as a taxable sale of assets of the Developing Technologies Fund, followed by the taxable liquidation of the Developing Technologies Fund.

Description of Science & Technology Fund Shares

Full and fractional shares of the Science & Technology Fund will be issued to shareholders of the Developing Technologies Fund in accordance with the procedures under the Plan as described above. Each Science & Technology Fund share will be fully paid and nonassessable when issued, will have no preemptive or conversion rights, and will be transferable on its books. Ownership of the Science & Technology Fund`s shares by former shareho lders of the Developing Technologies Fund will be recorded electronically and the Science & Technology Fund will issue a confirmation to such shareholders relating to those shares acquired as a result of the reorganization. After the reorganization, former shareholders of the Developing Technologies Fund who were eligible to participate in the dividen d reinvestment program, the automatic withdrawal plan, or the automatic investment plan will automatically become participants in the corresponding programs offered in respect of the Science & Technology Fund. However, automatic investment plans will not be applied to the Science & Technology Fund if the Developing Technologies Fund shareholder already has an identically registered account in the Science & Technology Fund on the Valuation Date.

The voting rights of the Developing Technologies Fund and the Science & Technology Fund are the same. As shareholders of the Science & Technology Fund, former shareholders of the Developing Technologies Fund will have the same voting rights with respect to the Science & Technology Fund as they currently have with respect to the Developing Technologies Fund. The Science & Technology Fund does not routinely hold special meetings of shareholders.

Capitalization

The following table shows the unaudited capitalization of the Developing Technologies Fund and the Science & Technology Fund as of June30, 2008, and on a pro forma basis as of that date giving effect to the proposed acquisition of fund assets. The actual net assets of the Developing Technologies Fund and the Science & Technology Fund on the Valuation Date will differ due to fluctuations in net asset values, subsequent purchases, and redemptions of shares.

Fund	Net Assets (000`s)	Net Asset Value Per Share	Shares Outstanding (000`s)
Developing Technologies	$42,308	$4.35	9,736
Science & Technology	2,399,626	21.78	110,195
Pro Forma Combined	2,441,934	21.78	112,137

Other Matters

To the extent permitted by law, the Boards of the funds without shareholder approval may amend the Plan or may waive any default by theDeveloping Technologies Fund or the Science & Technology Fund or the failure to satisfy any of the conditions of their obligations, provided that no such amendment or waiver may be made if it

would adversely affect shareholders of the Developing Technologies Fund or the Science & Technology Fund. The Plan may be terminated and the reorganization abandoned at any time before or, to the extent permitted by law, after the approval of shareholders of the Developing Technologies Fund by action of the Boards of the funds. The Boards of the funds may, at their election, terminate the Plan in the event that the reorganization has not closed on or before January31, 2009.

FINANCIAL STATEMENTS

The financial statements in the funds` shareholder reports were audited by the funds` independent registered public accounting firm, PricewaterhouseCoopers LLP. Financial highlights information for the funds are shown in the following tables. This information is contained in the May1, 2008 prospectuses, the December 31, 2007annual reports, and the June 30, 2008 semiannual reports for both the Developing Technologies and Science & Technology Funds.

Representatives of PricewaterhouseCoopers LLP are expected to be present at the meeting and will be available to make a statement, if they desire to do so, and to respond to appropriate questions which shareholders may wish to address to them.

PAGE 17

Table 2Financial Highlights

	Year ended December 31
Developing Technologies	2003	2004	2005a	2006a	2007a
Net asset value, beginning of period	$2.54	$4.12	$4.23	$4.39	$4.72
Income From Investment Operations
Net investment income	(0.03)b	(0.06)b	(0.05)b	(0.06)b	(0.06)b
Net gains or losses on securities (both realized and unrealized)	1.61	0.17	0.21	0.39	0.22
Total from investment operations	1.58	0.11	0.16	0.33	0.16
Less Distributions
Dividends (from net investment income)	—	—	—	—	—
Distributions (fromcapital gains)	—	—	—	—	—
Returns of capital	—	—	—	—	—
Total distributions	—	—	—	—	—
Net asset value,end of period	$4.12	$4.23	$4.39	$4.72	$4.88
Total return	62.20%b	2.67%b	3.78%b	7.52%b	3.39%b
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$46,194	$48,430	$41,942	$48,410	$48,037
Ratio of expenses to average net assets	1.50%b	1.50%b	1.50%b	1.50%b	1.50%b
Ratio of net income to average net assets	(1.34)%b	(1.38)%b	(1.26)%b	(1.27)%b	(1.28)%b
Portfolio turnover rate	66.3%	79.0%	75.0 %	89.2%	64.0%

aPer share amounts calculated using average shares outstanding method.

bExcludes expe nses in excess of a 1.50% contractual expense limitation in effect through April30, 2009.

Table 3Financial Highlights$20.96

	Year ended December 31
Science & Technology	2003	2004	2005a	2006a	2007a
Net asset value, beginning of period	$12.43	$18.80	$19.10	$19.57	$20.96
Income From Investment Operations
Net investment income	(0.11)	(0.03)	(0.09)	(0.05)	(0.04)
Net gains or losses on securities (both realized and unrealized)	6.48	0.33	0.56	1.44	2.53
Total from investment operations	6.37	0.30	0.47	1.39	2.49
Less Distributions
Dividends (from net investment income)	—	—	—	< /font>—	—
Distributions (fromcapital gains)	—	—	—	—	—
Returns of capital	—	—	—	—	—
Total distributions	—	—	—	—	—
Net asset value,end of period	$18.80	$19.10	$19.57	$23.45
Total return	51.25%	1.60%	2.46%	7.10%	11.88%
Ratios/Supplemental Data
Net assets, end of period (in thousands)	$4,380	$3,905	$3,220	$2,735	$2,674
Ratio of expenses to average net assets	1.09%	1.01%	1.00%	0.97%	0.94%
Ratio of net income to average net assets	(0.73)%	(0.15)%b	(0.45)%	(0.27)%	(0.17)%
Portfolio turnover rate	< font style="font-size:10.0pt;" face="Berkeley Book">47.8%	54.5%	59.2%	101.3%	80.3%

aPer share amounts calculated using average shares outstanding method.

bIncludes the effect of a one-time special dividend (0.54% of average net assets) that is not expected to recur.

COMPARISON OF INVESTMENT OBJECTIVES, POLICIES,AND RESTRICTIONS

The investment objectives, policies, and restrictions of the funds are described in greater detail in their prospectuses.

Investment Objectives and Policies

In seeking to achieve their respective investment objectives, the funds are guided by similar but different investment policies and restrictions which should be considered by the shareholders of the Developing Technologies Fund. Unless otherwise specified, the investment policies and restri ctions of the Science & Technology Fund and the Developing Technologies Fund described below may be changed without shareholder approval. Fundamental policies may not be changed without the approval of the lesser of (i) 67% or more of a fund`s shares present at a meeting of shareholders if the holders of more than 50% of the outstanding shares are present in person or by proxy, or (ii) more than 50% of a fund`s outstanding shares.

Developing Technologies Fund. The Developing Technologies Fund seeks to provide long-term capital growth.

PAGE 19

The fund will normally invest at least 80% of net assets in the common stocks of companies we expect to generate a majority of their revenues from the advancement and use of developing technologies. Our primary emphasis will be on emerging companies that are developing new technologies and services with attractiv e long-term growth prospects, in our view. Some of the industries likely to be included in the portfolio are:

communications - voice, data, and wireless;

Internet infrastructure - hardware, software, and networking equipment;

semiconductors - components and equipment;

computers - hardware and software; and

e-commerce (companies doing business through the Internet) and data processing services.

We invest across a broad range of small, medium, and large companies, although our primary emphasis will be on emerging technology stocks with a higher growth potential than established technology companies. However, the portfolio may also conta in stocks of companies with more proven records of developing and marketing breakthroughs in technology. The fund may look for opportunities to invest in suitable developing technology companies through initial public offerings (IPOs). Stock selection emphasizes a growth approach based on comprehensive research that evaluates a company`s prospects for above-average, sustainable earnings growth. The portfolio may include companies that are not directly involved in technology research and development, but that should benefit from advances in the field.

In pursuing its investment objective, the fund`s management has the discretion to purchase some securities that do not meet its normal investment criteria, as described above, when it perceives an unusual opportunity for gain. These special situations might arise when the fund`s management believes a security could increase in value for a variety of reasons, including a change in management, an extraordinary corporate event, or a temporary imbalance in the supply of or demand for the securities.

While most assets are invested in U.S. common stocks, the fund may invest in other securities, including foreign stocks, and use futures and options in keeping with fund objectives.

The fund may sell securities for a variety of reasons, such as to secure gains, limit losses, or redep loy assets into more promising opportunities.

Science & Technology Fund. The Science & Technology Fund seeks to provide long-term capital appreciation.

The fund will normally invest at least 80% of its net assets in the common stocks of companies expected to benefit from the development, advancement, and use of science and/or technology. Some of the companies likely to be included in the portfolio operate in such industries as:

electronics, including hardware, software, and components;

communications;

e-commerce (companies doing business through the Internet);

information services;

media;

life sciences and health care;

environmental services;

chemicals and synthetic materials; and

defense and aerospace.

Stock selection generally reflects a growth approach based on intensive research that assesses a company`s fundamental prospects for above-average earnings. Holdings can range from small, unseasoned companies developing new technologies to blue chip firms with established track records of developing and marketing technology. Investments may also include companies that should benefit from technological advanc es even if they are not directly involved in research and development. The fund may invest in suitable technology companies through initial public offerings (IPOs).

In pursuing its investment objective, the fund`s management has the discretion to purchase some securities that do not meet its normal investment criteria, as described on the previous page, when it perceives an unusual opportunity for gain. These special situations might arise when the fund`s management believes a security could increase in value for a variety of reasons, including a change in management, an extraordinary corporate event, or a temporary imbalance in the supply of or demand for the securities.

While most assets areinvested in U.S. common stocks, the fund may invest in other securities, including foreign stocks, and use futures and options in keeping with fund objectives.

The fund may sell securities for a variety of reasons, such as to secure gains, limit losses, or redeploy assets into more promising opportunities.

What are the funds` investment restrictions?

The investment restrictions of both funds are the same.

ADDITIONAL INFORMATION ABOUT THE FUNDS

How has each fund performed?

The bar charts showing calendar year return s and the average annual total returns table indicate risk by illustrating how much returns can differ from one year to the next and how fund performance compares with that of a comparable market index. Past fund returns (before and after taxes) are not necessarily an indication of future performance.

The funds can also experience short-term performance swings, as shown by the best and worst calendar quarter returns during the years depicted.

In addition, the average annual total returns table shows hypothetical after-tax returns to suggest how taxes paid by a shareholder may influence returns. Actual after-tax returns depend on each investor`s situation and may differ from those shown. After-tax returns ar e not relevant if the shares are held in a tax-deferred account, such as a 401(k) or IRA. During periods of fund losses, the post-liquidation after-tax return may exceed the fund`s other returns because the loss generates a tax benefit that is factored into the result.

PAGE 21

Table 4Average Annual Total Returns(Continued)

	Periods ended December 31 , 2007
	1year	5years	Since inception (8/31/00)
Developing Technologies Fund
Returns before taxes	3.39%	13.95%	-9.18%
Returns after taxes on distributions	3.39	13.95	-9.24
Returns after taxes on distributions and sale of fund shares	2.20	12.26	-7.41
S&P 500 Index	5.49	12.83	1.26
Lipper Science & Technology Funds Index	16.76	15.65	-9.93
	1year	5years	10years
Science & Technology Fund
Returns before taxes	11.88	13.54	2.19
Returns after taxes on distributions	11.88	13.54	1.34
Returns after taxes on distributions and sale of fund shares	7.72	11.89	1.89
S&P 500 Index	5.49	12.83	5.91
Lipper Science & Technology Funds Index	16.76	15.65	5.66

Returns are based on changes in principal value, reinvested dividends, and capital gain distributions, if any. Returns before taxes do not reflect effects of any income or capital gains taxes. Taxes are computed using the highest federal income tax rate. The after-tax returns reflect the rates applicable to ordinary and qualified dividends and capital gains effective in 2003. The returns do not reflect the impact of state and local taxes. Returns after taxes on distributions reflect the taxed return on the payment of dividends and capital gains. Returns after taxes on distributions and sale of fund shares assume the shares were sold at period-end and, therefore, are also adjusted for any capital gains or losses incurred by the shareholder. Market indexes do not include expenses, which are deducted from fund returns, or taxes.

S&P 500 Index tracks the stocks of 500 U.S. companies.

Who are the principal holders of each fund`s shares?

Table 5 sets forth the persons, if any, owning more than 5% of each fund`s outstanding common stock as of June 30, 2008.

Table 5Record/Beneficial Ownership of the Funds` Shares(Continued)

Fund	Shareholder	# of Shares	%
Developing Technologies	TRP Finance, Inc.Trustees of T.Rowe PriceU.S. Retirement ProgramAttn.: Financial Reporting DepartmentP.O. Box 89000Baltimore, Maryland 21289	668,465776,687	6.877.98
Science &a mp; Technology	T.Rowe Price Trust CompanyAttn.: TRPS Institutional Control DepartmentBaltimore, Maryland 21297	20,520,869	18.50

As of June 30, 2008, the executive officers and directors of the Science& Technology Fund, as a group, beneficially owned, directly or indirectly,84,726.523shares, representing less than 1% of its outstanding stock.

Who are the funds` transfer agent and custodians?

T.Rowe Price Services, Inc., 100 East Pratt Street, Baltimore, Maryland 21202, serves as the transfer agent and dividend disbursing agent for the funds. State Street Bank and Trust Company, 225Franklin Street, Boston, Massachusetts 02110, is the custodian for the funds` domestic securities and JPMorgan Chase Bank, London, Woolgate House, Coleman Street, London, EC2P 2HD, England, is the custodian for the funds` foreign securities.

Management Discussion of Acquiring Fund (As of December 31, 2007)

The Acquiring Fund`s annual shareholder report contained a review and analysis of the Science & TechnologyFund for the period ending December 31, 2007. The letter to shareholders from the chairman of the Acquiring Fund`s investment advisory committee, dated January 24, 2008, is set forth below:

In 2007, science and technology stocks started out better than they ended. The year began with a vibrant economic outlook and the start of some previously delayed software and hardware product releases.

Management Discussion (continued)

Stocks rallied in the first half of 2007, but in the second half, signs of a slowing economy, falling house prices, and the meltdown of the subprime mortgage market led to considerable volatility and a sharp decline in several of the market`s sectors, including science and technology. When stock markets are strong, technology stocks generally outperform the overall market; when markets are weak, they generally underperform. That wasn`t quite the pattern in 2007 because tech stocks—despite slipping in the fourth quarter—slightly outperformed the weak market. With the stock market`s steep decline since the beginning of the new year, we are seeing the normal pattern return. As we write this letter, tech stocks are now generally underperforming the overall market.

For the 12 months ended December 31, 2007 your fund returned 11.88%, outperforming the unmanaged S&P 500 Stock Index but lagging the Lipper Science & Technology Funds Index, as shown in the accompanying Performance Comparison table. (Advisor Class shares returned 11.74%, reflecting their different fee structure.) For the six-month period, the fund`s results bested the S&P 500. Tech performance, particularly in the last quarter, was concentrated in a few high-growth companies, as reflected by comparing the 9.5% return of the < font style="font-size:8.0pt;" face="MetaPlusLF-NormalRoman" color="Black">equal-weighted Merrill Lynch Technology 100 Index with the 16.76% return of the more concentrated Lipper index. Another phenomenon worth noting is that in 17 of the last 20 years, technology stocks rallied in the fourth quarter. In 2007, tech stocks disregarded the historical pattern and slumped in the year`s final quarter.

PAGE 23

Performance Comparison
Periods Ended 12/31/07	6 Months	12 Months
Science & Technology Fund	0.56%	11.88%
Science & Technology Fund - Advisor Class	0.52	11.74
S&P 500 Stock Index	-1.37	5.49
Lipper Science & Technology Funds Index	5.81	16.76

Market Environment

Science and technology stocks could not overcome the weakening economic conditions in the U.S. and the world`s other developed countries. In the face of the subprime mortgage meltdown, slumping housing prices, and higher energy prices, consumers and businesses began to pull back and curtail spending in the second half of 2007. Since much of consumer tech spending is discretionary, a worsening economic climate usually results in reduced or delayed technology purchases. A consumer who is spending a small fortune to fill the gas tank of an SUV can wait to buy a second flat-screen television, upgrade his or her laptop computer, or buy the cutting-edge home theater

Management Discussion (continued)

system. Businesses, which rely heavily on technology to improve their operating efficiencies, will buy the additional servers they need to run their businesses, but they will postpone the purchases of the latest wireless communications device or software package if they see their sales and cash flows deteriorating. However, unlike the 2000-to-2002 economic slowdown, corporate customers are not saddled with excess computing or network capacity. Once the economy turns around, business technology spending is likely to ramp up rather quickly.

Also contributing to the downbeat environment is the inventory of semiconductors in the technology supply chain. Given the gloomy economic outlook early in 2008, it appears that the current inventory may be greater than end users need. A year ago, there were an excessive number of chips in the pipeline, but strong demand from personal computer and mobile handset manufacturers, who consume more than 40% of the chips manufactured, reduced the inventory to manageable levels. Even though the rate of production slowed the excess supply to about 5% by the end of November, with the weakened economy, it may take until the end of 2008 before the current bulge in the chip supply is fully absorbed.

Portfolio Review

The fund remains broadly diversified across the principal segments of the science and technology sector. Semiconductor companies accounted for 22% of the portfolio. Over the last six months, we increased our holdings in telecom equipment and hardware to 20% and 18%, respectively, buying Dell and Network Appliance. By realizing gains from Electronic Arts, Salesforce.com, and Adobe Systems, we reduced our software exposure by five percentage points. We also decreased our media exposure, dropping to 7% from 10%. Given our cautious outlook for technology stocks in general, we maintained our reserves at about 9% of the portfolio. (Please see the portfolio of investments in the shareholder report for a complete listing of holdings and the amount each represents in the portfolio.)

Our best contributors during the past six months were Apple, Electronic Arts, Juniper Networks, and Google. Apple`s stock more than doubled during 2007 as earnings kept being revised upward due to the strong sales from the new products the company released during the year. Apple seems to have figured out how to consistently develop products that consumers find useful and easy to use, and the fund continues to own Apple stock. Electronic Arts, the gaming software company, experienced a spurt in sales, thanks to the popularity of next-generatio n gaming platforms. In an effort to improve its margins, the company is restructuring its work force and shifting work to lower-cost locations. After a very difficult year in 2006, Juniper Networks rebounded. The company has released new products directed toward

Management Discussion (continued)

both service providers and enterprise networks, and it is executing well. Google remains a dominant Internet player and continues to find new opportunities to generate revenue and earnings.

The laggards were Marvell Technology, Finisar, and Xilinx. Large amounts of research and development spending took a toll on Marvell Technology`s earnings, but the company is investing in developing chips for converged solutions, such as Apple`s iPhone, which has cellular, video, and storage functions. With its experience in chip integration, Marvell Technology is well positioned to serve these devices. Finisar makes pluggable optical Ethernet components. Even though we believe the company has an experienced management team and a promising

outlook with accelerating sales growth and expanding margins, it struggled in the second half of the year. We still like the company and are maintaining our position. Xilinx, which makes chips for wireline, wireless, and networking communications systems, slipped along with the other chip companies during the second half. We like Xilinx`s positioning in the marketplace and the company`s focus on improving its cost structure.

Strategy Review and Outlook

As we move into 2008, we face some formidable hurdles. Since the new year, the stock market has dropped dramatically, and the slowing U.S. economy may or may not enter a recession this year. The Federal Reserve has already cut its target interest rate five times since last summer, including an extraordinary cut as we were writing this letter. The market expects the central bank to continue to lower rates in order to revive the economy. The policy of easing should help, but we don`t know when the economy will respond to these lower interest rates.

Rising commodity prices are another obstacle. Oil prices, which touched $100 a barrel in early January 2008, are significantly higher than they were a year ago. Prices for gold, iron, and copper show no sign of slackening any time soon. The Fed is likely to continue cutting short-term rates, but it must walk a fine line to keep inflation from rising beyond its elevated levels. We also face uncertainty about the country`s political leadership, which could change from a government divided between a Democratic Congress and a Republican White House to one in which both branches could be under Democratic control.

Until corporations have a better understanding of how the U.S. economy is going to play out this year, they are likely to keep a tight grip on their technology budgets. With Europe`s slowing growth and Japan`s stagnant economy and stronger yen, those regions are unlikely to generate much demand for IT equipment and software upgrades. Emerging markets, however, continue to be fertile fields for technology sales. Although emerging markets represent a relatively small

Management Discussion (continued)

percentage of the overall IT market, they are a disproportionately large contributor to growth. We expect their demand to remain robust. Consumers, who have been on a sustained technology spending spree for the past several years, are likely to curtail their purchases of electronic equipment and gadgets from MP3 players to personal navigation devices. The problem is that since so much consumer spending on technology is tied to the holidays, we may have to wait until next fall to get a more accurate reading on co nsumer technology purchases.

As we have discussed in earlier reports, tech companies have initiated a number of significant product cycles—such as on-demand software, virtualization, next-generation gaming consoles, and widespread adoption of broadband delivery—that offer investors some promising opportunities. Growth for on-demand software has grown rapidly, as customers recognize the benefits from "renting" software that is accessed through the Web rather than paying a large upfront charge to buy software applications housed on a customer`s computer. On-demand software lowers the cost of deployment, and the user benefits from more frequent upgrades that can be immediately posted and made available for distribution. Server virtualization, which allows a single physical server to function as multiple logical servers, is beginning to gather momentum because users get better utilization of their hardware and reduce their power c onsumption. Another development that continues to grow in importance is the distribution of video over the Internet, which requires significant network and storage upgrades.

The recovery in technology spending over the last few years has allowed companies to improve operating margins to levels not seen since 2000. With such high margins, future stock performance will need to come from a combination of increasing valuation multiples and accelerating sales growth rather than operating leverage. At present, we believe expectations for 2008 earnings are too optimistic, given the obstacles that we see in the economy and the marketplace. We don`t believe that earnings will grow faster in 2008 than they did in 2007, but our view seems to be in the minority—at least at the start of the year. We`ll be a lot more comfortable when earnings estimates come down to more realistic levels.

Unlike the downturn that sta rted in 2000, we believe tech valuations relative to the overall market are currently much more reasonable on a historic and relative basis. We have positioned the portfolio to take advantage of those stocks with reasonable valuations that more accurately priced in the lower expectations we have for this year. We have increased our exposure to semiconductors and tech companies with broad international exposure. We also remain focused on

Management Discussion (continued)

companies with growing market share and strong management teams that are positioned to benefit from the opportunities regardless of the economic and IT spending environment.

PAGE 25

The views and opinions in the report were current as of December 31, 2007. They are not guarantees of performance or investment results and should not be taken as investment advice. Investment decisions reflect a variety of factors, and the managers reserve the right to change their views about individual stocks, sectors, and the markets at any time. As a result, the views expressed should not be relied upon as a forecast of the fund`s future investment intent.

(End of Management Discussion)

Management Discussion of Acquiring Fund (As of June 30, 2008)

(To be provided)

FURTHER INFORMATION ABOUT VOTINGAND THE SPECIAL MEETING

Who is asking for my vote?

For the reasons set forth under "Reasons for the Reorganization," the Board of the Developing Technologies Fund has asked that you vote on the matters listed in the notice of special meeting of shareholders. The votes will be formally counted at the special meeting on Tuesday, October 21, 2008, and if the special meeting is adjourned, at any later meeting. You may vote in person at the special meeting, by Internet, by telephone, or by returning your completed proxy card in the prepaid envelope provided. Do not mail the proxy card if you are voting by Internet or telephone.

Who is eligible to vote?

Shareholders of record at the close of business on August 25, 2008 (record date), are notified of the meeting and are entitled to one vote for each full share and a proportionate vote for each fractional share of the fund they held as of August 25, 2008. The notice of special meeting, the proxy car d, and the proxy statement were mailed to shareholders of record on or about September5, 2008. In some cases, the fund may mail only one copy of this Proxy Statement to households in which more than one person in thehousehold is a fund shareholder of record. If you need additional copies of this Proxy Statement, please contact us at1-800-541-5910. If you do not want the mailing of this Proxy Statement to be combined with those for other members of your household, call us at 1-800-541-5910.

Under Maryland law , shares owned by two or more persons (whether as joint tenants, co-fiduciaries, or otherwise) will be voted as follows, unless a written instrument or court order providing to the contrary has been filed with the fund(s): (1) if only one votes, that vote will bind all; (2)if more than one votes, the vote of the majority will bind all; and (3)if more than one votes and the vote is evenly divided, the vote will be cast proportionately.

What is the required quorum?

To hold a meeting for the fund, a majority of the fund`s shares entitled to be voted must have been received by proxy or be present at the meeting. In the event that a quorum is present but sufficient votes in favorof a proposal are not received by the meeting date, the persons named as proxies may propose one or more adjournments to permit further solicitation of proxies. Any such adjournment will require the affirmative vote of a majority of the shares present in person or by proxy at the meeting to be adjourned. Shares voted against a proposal will be voted against the proposed adjournment. The persons named as proxies will vote in favor of such adjournment if they determine that additional solicitation is reasonable and in the interests of the corporation`s shareholders.

How are the votes counted?

The individuals named as proxies (or their substitutes) on the enclosed proxy card (or cards, if you have multiple funds or accounts) will vote according to your directions if your proxy is received properly executed, or in accordance with your instructions given when voting by telephone or Internet. If you properly execute your proxy car d and give no voting instructions, your shares will be voted FOR ALL proposals.

Abstentions and "broker nonvotes" (as defined below) are counted for purposes of determining whether a quorum is present for purposes of convening the meeting. Broker nonvotes are shares held by a broker or nominee for which an executed proxy is received by the fund but are not voted as to one or more proposals because instructions have not been received from the beneficial owners or persons entitled to vote, and the broker or nominee does not have discretionary voting power. Because the proposal must be approved by a percentage of

voting securities present at the meeting or a majority of the fund`s outstanding shares, abstentions and broker nonvotes will be considered to be voting securities that are present and will have the effect of being counted as votes against the proposal.

For shares held in IRA accounts, the Custodian s hall, without written direction from the investor, vote shares for which no voting instructions are timely received in the same proportion as shares for which voting instructions from other shareholders are timely received.

Can additional matters be acted upon at the special meeting?

The management of the funds knows of no other business that may come before the meeting. However, if any additional matters are properly presented at the meeting, it is intended that the persons named in the enclosed proxy, or their substitutes, will vote on such matters in accordance with their judgment.

Is the fund required to hold annual meetings?

Under Maryland law, the fundis not required to hold an annual meeting. The Board of the fund has determined that the fund will take advantage of this Maryland law provision to avoid the significant expense associated with holding an annual meeting, including legal, accounting, printing, and mailing fees incurred in preparing proxy materials. Accordingly, no annual meeting shall be held in any year in which a meeting is not otherwise required to be held by the 1940 Act unless the Board determines otherwise. However, special meetings will be held in accordance with applicable law or when otherwise determined by the fund`s Board.

If a shareholder wishes to present a proposal to be included in a proxy statement for a subsequent shareholder meeting, the proposal must be submitted in writing and received by Patricia B. Lippert, Secretary of the Funds, T.Rowe Price Associates, Inc., 100 East Pratt Street, Baltimore, MD 21202, within a reasonable time before the fund begins to print and mail its proxy materials.

How can proxies be recorded?

You may record your votes on the proxy card enclosed with this statement and mail it in the prepaid envelope provided to Broadridge Financial Solutions, who the fund has retained to tabulate the votes at an estimated cost of $20,000, to be borne by T. Rowe Price Associates, Inc. and not the fund. In addition, the fund has arranged to have votes recorded through the Internet or by telephone. The telephone and Internet voting procedures are designed to authenticate shareholders` identities, to allow shareholders to authorize the voting of their shares in accordance with their instructions, and to confirm that their instructions have been properly recorded.

How can proxies be solicited, and who pays for the costs involved?

Directors, officers, or employees of the fund, or T.Rowe Price may solicit proxies by mail, in person, or by telephone. In the event that votes are solicited by telephone, shareholders would be called at the telephone number T.Rowe Price has in its records for their accounts, and would be asked for their Social Security number or other identifying information. The shareholders would then be given an opportunity to authorize proxies to vote their shares at the meeting in accordance with their instructions. To ensure that shareholders` instructions have been recorded correctly, confirmation of the instructions is also mailed. A special toll-free number will be available in case the information contained in the confirmation is incorrect.

T he cost of preparing, assembling, mailing, and transmitting proxy materials and of soliciting proxies on behalf of the Board will be borne by T.Rowe Price. Securities brokers, custodians, fiduciaries, and other persons holding shares as nominees will be reimbursed, upon request, for their reasonable expenses in sending solicitation materials to the principals of the accounts.

Can I change my vote after I mail my proxy?

Any proxy, including those given via the Internet or by telephone, may be revoked at any time before it is voted by filing a written notice of revocation with the fund, by delivering a properly executed proxy bearing a later date, or by attending the meeting and voting in person.

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LEGAL MATTERS

Certain legal matters concerning the issuance of shares of the Science & Technology Fund are being passed upon by Willkie Farr & Gallagher LLP, 1875 K Street, NW, Washington, D.C. 20006.

Exhibit A

AGREEMENT AND PLAN OF REORGANIZATION

THIS AGREEMENT AND PLAN OF REORGANIZATION (Agreement) is made this 26th day of August2008, by and between T.Rowe Price Science & Technology Fund, Inc., a corporation organized and existing under the laws of Maryland (the "Acquiring Fund"), and T.Rowe Price Developing Technologies Fund, Inc., a corporation organized and existing under the laws of Maryland (the "Acquired Fund").

W I T N E S S E T H:

The Acquiring Fund and the Acquired Fund are each registered under the Investment Company Act of 1940 (1940 Act) as an open-end management investment company. The Acquired Fund owns securities that are assets of the character in which the Acquiring Fund is permitted to invest. The Acquiring Fund and the Acquired Fund have agreed to combine through the transfer of substantially all of the assets of the Acquired Fund to the Acquiring Fund in exchange solely for shares of common stock, par value one cent ($0.01) per share, of the Acquiring Fund (the Acquiring Fund Shares) and the distribution of Acquiring Fund Shares to the shareholders of the Acquired Fund in liquidation of the Acquired Fund. The Acquiring Fund wishes to enter into a definitive agreement setting forth the terms and conditions of the foregoing transactions as a "plan of reorganization" and "liquidation" within the meaning of Section 368(a)(1)(C) of the Internal Revenue Code of 1986, as amended (the Code).

NOW, THEREFORE, in consideration of the mutual promises herein contained, the parties hereto agree as follows:

1.Assets to be Transferred

A.Reorganization. Prior to the close of regular trading on the New York Stock Exchange (the Exchange) on the Closing Date (as hereinafter defined), all the assets of the Acquired Fund, net of appropriate reserves and those assets described in paragraph 1.C., shall be delivered as provided in paragraph 2.C. to State Street Bank and Trust Company, custodian of the Acquired Fund`s U.S. assets (the Custodian), or, in the case of securities maintained outside of the United States, JPMorgan Chase Bank, London (the Foreign Custodian), if applicable, in exchange for and against delivery by the Acquiring Fund to the Acquired Fund on the Closing Date of a number of Acquiring Fund Shares (including, if applicable, fractional shares) having an aggrega te net asset value equal to the value of the assets of the Acquired Fund so transferred, assigned and delivered, all determined and adjusted as provided in paragraph 1.B. Notwithstanding the foregoing, the assets of the Acquired Fund to be acquired by the Acquiring Fund shall constitute at least 90% of the fair market value of the net assets of the Acquired Fund and at least 70% of the fair market value of the gross assets of the Acquired Fund as described on the "Valuation Date" (hereinafter defined).

B.Valuation. The net asset value of shares of the Acquiring Fund and the value of the assets of the Acquired Fund to be transferred shall, in each case, be computed as of the close of regular trading on the Exchange on the Valuation Date (as hereinafter defined). The net asset value of the Acquiring Fund Shares shall be computed in the manner set forth in the Acquiring Fund`s current prospectus and statement of additional information under the Securities Act of 1933 (the 1933 Act) and the 1940 Act. The value of the assets of the Acquired Fund to be transferred shall be computed by the Acquiring Fund in accordance with the policies and procedures of the Acquiring Fund as described in the Acquiring Fund`s current prospectus and statement of additional information under the 1933 Act and the 1940 Act, subject to review and approval by the Acquired Fund and to such adjustments, if any, agreed to by the parties.

C.Excludable Assets. If on the Closing Date the assets of the Acquired Fund include accounts receivable, causes of actions, claims and demands of whatever nature, contract rights, leases, business records, books of accounts, and shareholder records, the Acquiring Fund may for reasonable cause refuse either to accept or to value such assets (other than fully collectible and transferable dividends, interest, and tax refunds). For purposes of this paragraph l.C., "reasonable cause" includes the inability to obtain a reliable value, the likelihood of engaging in protracted collection efforts, or the likelihood of engaging in bu rdensome administrative responsibilities to receive value. In addition, there shall be deducted from the assets of the Acquired Fund described in paragraph 1.A. assets not transferred pursuant to paragraph 1.A. and cash in an amount estimated by the Acquired Fund to be sufficient to pay all the liabilities of the Acquired Fund, including, without limitation, (i)amounts owed to any shareholders including declared but unpaid dividends and amounts owed to any former shareholders in respect of redemptions in the ordinary course of business; (ii)accounts payable and other accrued and unpaid expenses incurred in the normal operation of its business up to and including the Closing Date; and (iii)the costs and expenses, if any, incurred by the Acquired Fund in making and carrying out this Agreement, other than costs and expenses to be paid for by T.Rowe Price Associates, Inc. ("T.Rowe Price").

PAGE 29

2.Definitions

A.Closing and Closing Date. Subject to the terms and conditions hereof, the closing of the transactions contemplated by this Agreement (the Closing) shall be conducted at the offices of the Acquiring Fund in Baltimore, Maryland, beginning at 10 a.m., eastern time, on November17, 2008, or at such other place or on such later business day as may be agreed upon by the parties. In the event that on the Valuation Date (i)the Exchange is closed or trading thereon is restricted, or (ii)trading or the reporting of trading on the Exchange or elsewhere is disrupted so that accurate appraisal of the value of the Acquired Fund assets or the net asset value of the Acquiring Fund Shares is impractical, the Closing shall be postponed until the first business day after the first business day when trading on the Exchange or elsewhere shall have been fully resumed and reporting thereon shall have been restored, or such other business day as soon thereafter as may be agreed upon by the parties. The date on which the Closing actually occurs is herein referred to as the "Closing Date."

B.Valuation Date. The business day immediately preceding the Closing Date shall be the "Valuation Date." The stock transfer books of the Acquired Fund will be permanently closed as of the clos e of business on the Valuation Date. The Acquired Fund shall only accept redemption requests received by it in proper form prior to the close of regular trading on the Exchange on the Valuation Date. Redemption requests received thereafter shall be deemed to be redemption requests for Acquiring Fund shares to be distributed to Acquired Fund shareholders pursuant to the Plan (assuming that the transactions contemplated by this Agreement have been consummated).

C.Delivery. Portfolio securities shall be delivered by the Acquired Fund to the Custodian or the Foreign Custodian, to be held until the Closing for the account of the Acquired Fund, no later than three(3) business days preceding the Closing (the Delivery Date), duly endors ed in proper form for transfer in such condition as to constitute a good delivery thereof, in accordance with the custom of brokers, and shall be accompanied by all necessary state stock transfer stamps, if any, or a check for the appropriate purchase price thereof. Cash of the Acquired Fund shall be delivered by the Acquired Fund on the Closing Date and shall be in the form of currency or wire transfer in federal funds, payable to the order of the Custodian or the Foreign Custodian. A confirmation for the Acquiring Fund Shares, credited to the account of the Acquired Fund and registered in the name of the Acquired Fund, shall be delivered by the Acquiring Fund to the Acquired Fund at the Closing.

3.Failure to Deliver Securities. If, on the Delivery Date, the Acquired Fund is unable to make delivery under paragraph2.C. to the Custodian or the Foreign Custodian of any of the portfolio securities of the Acquired Fund, the Acquiring Fund may waive the delivery requirements of paragraph2.C. with respect to said undelivered securities, if the Acquired Fund has delivered to the Custodian or the Foreign Custodian by or on the Delivery Date and, with respect to said undelivered securities, such documents in the form of executed copies of an agreement of assignment and escrow agreement and due bills and the like as may be required b y the Acquiring Fund or the Custodian or the Foreign Custodian, including brokers` confirmation slips.

4.Post-Closing Distribution and Liquidation of the Acquired Fund. As soon as practicable after the Closing, the Acquired Fund shall pay or make provisions for all of its debts, taxes, and othe r liabilities and shall distribute all of the remaining assets thereof to the shareholders of the Acquired Fund. At, or as soon as may be practicable following the Closing Date, the Acquired Fund shall for federal income tax purposes be liquidated and distribute the Acquiring Fund Shares received hereunder by instructing the Acquiring Fund that the pro-rata interest (in full and fractional Acquiring Fund Shares) of each of the holders of record of shares of the Acquired Fund as of the close of business on the Valuation Date as certified by the Acquired Fund`s transfer agent (the Acquired Fund Record Holders) be registered on the books of the Acquiring Fund in the names of each of the Acquired Fund Record Holders. The Acquiring Fund agrees to comply promptly with said instruction. All issued and outstanding shares of the Acquired Fund shall thereupon be cancelled on the books of the Acquired Fund. The Acquiring Fund shall have no obligation to inquire as to the valid ity, propriety, or correctness of any such instruction, but shall, in each case, assume that such instruction is valid, proper, and correct. The Acquiring Fund shall record on its books the ownership of Acquiring Fund Shares by Acquired Fund Record Holders. No redemption or repurchase of any Acquiring Fund Shares credited to Acquired Fund Record Holders in respect of the Acquired Fund Shares represented by unsurrendered stock certificates shall be permitted until such certificates have been surrendered to the Custodian for cancellation. Any transfer taxes payable upon issuance of Acquiring Fund Shares in a name other than the name of the Acquired Fund Record Holder on the books of the Acquiring Fund as of the Closing Date shall, as a condition of such issuance and transfer, be paid by the person to whom such Acquiring Fund Shares are to be issued and transferred.

5.Acquired Fund Securities. The Acquired Fund has provided the Acquiring Fund with a list of all of the Acquired Fund`s portfolio investments as of the date of execution of this Agreement. The Acquired Fund may sell any of these investments and will confer with the Acquiring Fund with respect to investments for the Acquired Fund. The Acquiring Fund will, within a reasonable time prior to the Clos ing Date, furnish the Acquired Fund with a statement of the Acquiring Fund`s investment objectives, policies, and restrictions and a list of the

investments, if any, on the list referred to in the first sentence of this paragraph5 that do not conform to such objectives, policies, and restrictions. In the event that the Acquired Fund holds any investments that the Acquiring Fund may not hold or that the Acquiring Fund reasonably determines that it is in the best inte rests of its shareholders not to hold, the Acquired Fund will, consistent with the foregoing and its own policies and restrictions, use its reasonable efforts to dispose of such investments prior to the Closing Date, provided, however, that in no event will the Acquired Fund be required to take any action that is inconsistent with paragraph8.M. In addition, if it is determined that the portfolios of the Acquired Fund and the Acquiring Fund , when aggregated, would contain any investments exceeding certain percentage limitations applicable to the Acquiring Fund with respect to such investments, the Acquired Fund will, if requested by the Acquiring Fund, in a manner consistent with the foregoing and its own policies and restrictions, use its reasonable efforts to dispose of an amount of such investments sufficient to avoid violating such limitations as of the Closing Date. On the Delivery Date, the Acquired Fund shall deliver to the Acquiring Fund a list setting forth the securities then owned by the Acquired Fund (the Securities List), which shall be prepared in accordance with the requirements of the Code and the regulations promulgated thereunder for specific identification tax lot accounting and which shall clearly reflect the basis used for determination of gain and loss realized on the partial sale of any security transferred to the Acquiring Fund. The records from which the Securities List will be prepared shall be made available by the Acquired Fund prior to the Closing Date for inspection by the Acquiring Fund`s treasurer or his designee or the auditors of the Acquiring Fund upon reasonable request.

6.Liabilities and Expenses. The Acquiring Fund shall not assume any of the liabilities of the Acquired Fund, and the Acquired Fund will use its reasonable efforts to d ischarge all its known liabilities, so far as may be possible, prior to the Closing Date. The Acquiring Fund shall not be responsible for any of the Acquired Fund`s expenses in connection with the carrying-out of this Agreement.

7.Legal Opinions.

A.Opinion of Acquired Fund Counsel. At the Closing, the Acquired Fund shall furnish the Acquiring Fund with such written opinions (including opinions as to certain federal income tax matters) of Willkie Farr & Gallagher LLP, and the factual representations supporting such opinions which shall be, in form and substance reasonably satisfactory to the Acquiring Fund.

B.Opinion of Acquiring Fund Counsel. At the Closing, the Acquiring Fund shall furnish the Acquired Fund with a written opinion of Willkie Farr & Gallagher LLP, and the factual representations supporting such opinions which shall be, in form and substance reasonably satisfactory to the Acquired Fun d.

8.Acquired Fund Representations, Warranties, and Covenants. The Acquired Fund hereby represents and warrants to the Acquiring Fund, and covenants and agrees with the Acquiring Fund:

A.that the audited statement of assets and liabilities, including the schedule of portfolio investments, and the related statement of operations and statement of changes in net assets of the Acquired Fund as of December 31, 2007, and for the year then ended heretofore delivered to the Acquiring Fund were prepared in accordance with generally accepted accounting principles, reflect all liab ilities of the Acquired Fund, whether accrued or contingent, which are required to be reflected or reserved against in accordance with generally accepted accounting principles, and present fairly the financial position and results of operations of the Acquired Fund as of said date and for the period covered thereby;

B.that the Acquired Fund will furnish to the Acquiring Fund an unaudited statement of assets and liabilities, including the schedule of portfolio investments (or a statement of net assets in lieu of a statement of assets and liabilities and a schedule of portfolio investments), and the related statement of operations and statement of changes in net assets of the Acquired Fund for the period commencing on the date following the date specified in paragraph8.A. above and ending on June 30, 2008. These financial statements will be prepared in accordance with generally accepted accounting principles and will reflect all liabilities of the Acquired Fund, whether accrued or contingent, which are required to be reflected or reserved against in accordance with generally accepted accounting principles, will present fairly the financial position and results of operations of the Acquired Fund as of the dates of such statements and for the periods covered thereby;

C.that there are no legal, administrative, or other proceedings pending or, to the knowledge of the Acquired Fund, overtly threatened against the Acquired Fund which would individually or in the aggregate materially affect the financial condition of the Acquired Fund or the Acquiring Fund`s ability to consummate the transactions contemplated hereby;

D.that the execution and delivery of this Agreement by the Acquired Fund and the consummation of the transactions contemplated herein have been authorized by the Board of Directors by vote taken at a meeting of the Board of Directors of the Acquired Fund duly called and held on July22, 2008, and that the Acquired Fund will (i)take all steps necessary duly to call, give notice of, convene, and hold a meeting of the shareholders of the Acquired Fund as soon a s practicable and in accordance with applicable Maryland and federal law, for the

PAGE 31

purpose of approving this Agreement and the transactions contemplated herein and for such other purposes as may be necessary and desirable, and (ii)recommend to such shareholders the approval of this Agreement and the < font style="font-size:8.0pt;" face="MetaPlusLF-NormalRoman" color="Black">transactions contemplated herein and such other matters as may be submitted to such shareholders in connection with the transactions contemplated herein;

E.that from the date of this Agreement through the Closing Date, there shall not have been:

(1)any material change in the business, results of operations, assets, or financial condition or the manner of conducting the business of the Acquired Fund (other than changes in the ordinary course of its business or relating to the transactions contemplated by this Agreement, including, without limitation, dividends and distributions in the ordinary course, changes in the net asset value per share, redemptions in the ordinary course of business, and changes in sales volume), which has had a material adverse effect on such business, results of operations, assets, or financial condition, except in all instances as set forth in the financial statements of the Acquired Fund referred to in paragraphs 8.A. and 8.B. above;

(2)any loss (whether or not covered by insurance) suffered by the Acquired Fund materially and adversely affecting the assets of the Acquired Fund, other than depreciation of securities;

(3)issued any option to purchase or other right to acquire stock of the Acquired Fund of any class granted by the Acquired Fund to any person (excluding sales in the ordinary course and a dividend reinvestment program);

(4)any indebtedness incurred by the Acquired Fund for borrowed money or any commitment to borrow money entered into by the Acquired Fund, except as provided in the current prospectus and statement of additional information of the Acquired Fund or so long as it will not prevent the Acquired Fund from complying with paragraph8.I.;

(5)any amendment to the Articles of Incorporation or By-Laws of the Acquired Fund except to effectuate the transactions contemplated hereunder or otherwise as disclosed in writing to the Acquiring Fund; or

(6)any grant or imposition of any lien, claim, charge, or encumbrance upon any asset of the Acquired Fund except as provided in the current prospectus and statement of additional information of the Acquired Fund or so long as it will not prevent the Acquired Fund from complying with paragraph 8.I.;

F.that there are no material contracts outstanding to which the Acquired Fund is bound other than as disclosed to the Acquiring Fund;

G.that the Acquired Fund has filed all federal, state, and local tax returns and reports required by law to have been filed, that all federal, state and local income, franchise, property, sales, employment, or other taxes payable pursuant to such returns and reports have been paid so far as due, or provision has been made for the payment thereof, and that, to the knowledge of the Acquired Fund, no such return is currently under audit and no assessment has been asserted with respect to any such return other than with respect to all such matters which are not material individually or in the aggregate;

H.that, as promptly as practicable, but in any case within 60 days after the Closing Date, the Acquired Fund shall furnish the Acquiring Fund with a statement of the earnings and profits of the Acquired Fund for federal income tax purposes;

I.that on the Closing Date the Acquired Fund will have good and marketable title to the assets of the Acquired Fund to be conveyed hereunder, free and clear of all liens, mortgages, pledges, encumbrances, charges, claims, and equities whatsoever, and full right, power, and authority to sell, assign, transfer, and deliver such assets and shall deliver such assets to the Acquiring Fund as set forth in paragraph 1.A. hereof. Upon delivery of such assets, the Acquiring Fund will receive good and marketable title to such assets, free and clear of all liens, mortgages, pledges, encumbrances, charges, claims, and equities, except as to adverse claims of which the Acquiring Fund has notice at or prior to the time of delivery. Except as set forth on the Securities List, none of the securities comprising the assets of the Acquired Fund will be "restricted securities" under the 1933 Act or the rules and regulations of the Securities and Exchange Commission (the Commission) thereunder;

J.that the Proxy Statement/Prospectus (hereinafter defined) at the time of delivery by the Acquired Fund to its shareholders in connection with the meeting of shareholders to approve this transaction, on the Closing Date and at the time of the liquidation of the Acquired Fund set forth in paragraph 4., as amended or as supplemented if it shall have been amended or supplemented, will conform in all material respects to the applicable requirements of the 1933 Act, the Securities Exchange Act of 1934 (the 1934 Act) and the 1940 Act and the rules and regulations of the Commission thereunder, and will not include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statements

therein, in light of the circumstances under which they were made, not materially misleading, except that no representations or warranties in this section apply to statements or omissions which are based on written information furnished by the Acquiring Fund to the Acquired Fund;

K.that the Acquired Fund is not, and the execution, delivery, and performance of this Agreement will not result, in a material violation of any provision of its Articles of Incorporation or By-Laws or of any material agreement, indenture, instrument, contract, lease, or other undertaking to which the Acquired Fund is a party or by which it is bound and that this Agreement constitutes a valid and legally binding obligation of the Acquired Fund, enforceable against the Acquired Fund in accordance with its terms, except as enforceability may be affected by bankruptcy laws, laws affecting creditors generally, and general principles of equity;

L.that the Acquired Fund will take all actions within its control necessary to cause the exchange of Acquiring Fund Shares for assets of the Acquired Fund made under this Agreement to qualify, as of and after the Closing, as a reorganization within the meaning of Section 368(a)(1)(C) of the Code; and

M.that the Acquired Fund is regis tered with the Commission under the 1940 Act, classified as a management investment company, and subclassified as an open-end company.

9.Acquiring Fund Representations, Warranties, and Covenants. The Acquiring Fund hereby represents and warrants to the Acquired Fund, and covenants and agrees with the Acquired Fund:

A.that the audited statement of assets and liabilities, including the schedule of portfolio investments, and the related statement of operations and statement of changes in net a ssets of the Acquiring Fund as of December 31, 2007, and for the year then ended heretofore delivered to the Acquired Fund were prepared in accordance with generally accepted accounting principles, reflect all liabilities of the Acquiring Fund, whether accrued or contingent, which are required to be reflected or reserved against in accordance with generally accepted accounting principles, and present fairly the financial position and results of operations of the Acquiring Fund as of said date and for the period covered thereby;

B.that there are no legal, administrative, or other proceedings pending or, to its knowledge, overtly threatened against the Acquiring Fund which would individually or in the aggregate materially affect the financial condition of the Acquiring Fund`s ability to consummate the transactions contemplated hereby;

C.that the execution and delivery of this Agreement by the Acquiring Fund and the consummation of the transactions c ontemplated herein have been authorized by the Board of Directors of the Acquiring Fund by vote taken at a meeting of the Board of Directors of the Acquiring Fund duly called and held on July22, 2008, and that approval by the Acquiring Fund`s shareholders of this Agreement or the consummation of the transactions contemplated herein is not required under applicable Maryland and federal law;

D.that from the date of this Agreement through the Closing Date, there shall not have been any material change in the business, results of operations, assets, or financial condition or the manner of conducting the business of the Acquiring Fund (other than changes in the ordinary course of its business, including, without limitation, dividends and distributions in the ordinary course, changes in the net asset value per share, redemptions in the ordinary course of business, and changes in sales volume), which has had an adverse material effect on such business, results of operations, assets, or financial condition, except in all instances as set forth in the financial statements of the Acquiring Fund referred to in paragraph 9.A. and 9.B.;

E.that the Acquiring Fund is registered with the Commission under the 1940 Act, classified as a management investment company, and subclassified as an open-end diversified company;

F.that the shares of the Acquiring Fund to be issued pursuant to paragraph 1.A. will be duly registered under the 1933 Act by the Registration Statement (hereinafter defined) in effect on the Closing Date and at the time of the liquidation of the Acquire d Fund set forth in paragraph 4.;

G.that the Acquiring Fund Shares are duly authorized and validly issued and are fully paid, nonassessable, and free of any preemptive rights and conform in all material respects to the description thereof contained in the Proxy Statement/Prospectus as in effect on the Closing Date and at the time of the liquidation of the Acquired Fund set forth in paragraph 4.;

H.that the Acquiring Fund is not, and the execution, delivery, and performance of this Agreement will not result, in a material violation of any provision of the Acquiring Fund`s Articles of Incorporation or By-Laws or of any material agreement, indenture, instrument, contract, lease, or other undertaking to which the Acquiring Fund is a party or by which it is bound, and that this Agreement constitutes a valid and legally binding obligation of the Acquiring Fund, enforceable against the Acquiring Fund in accordance with its terms, except as enforceability may be affected by bankruptcy laws, laws affecting creditors generally, and general principles of equity;

PAGE 33

I.that the Acquiring Fund will take all actions within its control necessary to cause the exchange of Acquiring Fund Shares for assets of the Acquired Fund made under this Agreement to qualify, as of and after the Closing, as a reorganization within the meaning of Section 368(a)(1)(C) of the Code;

J.that the Acquiring Fund has filed all federal, state, and local tax returns and reports required by law t o have been filed, that all federal, state, and local income, franchise, property, sales, employment, or other taxes payable pursuant to such returns and reports have been paid so far as due, or provision has been made for the payment thereof, and that, to the knowledge of the Acquiring Fund, no such return is currently under audit and no assessment has been asserted with respect to any such return, other than with respect to all such matters those which are not material individually or in the aggregate;

K.that the Proxy Statement/Prospectus at the time of delivery by the Acquired Fund to its shareholders in connection with the meeting of shareholders to approve this transaction, on the Closing Date and at the liquidation of the Acquired Fund set forth in paragraph4., as amended or as supplemented if it shall have been amended or supplemented, and the Registration Statement on the effective date thereof, on the Closing Date and at the liquidation of the Acquired Fund set forth in paragraph 4., will conform in all material respects to the applicable requirements of the 1933 Act, the 1934 Act, and the 1940 Act and the rules and regulations of the Commission thereunder, and will not include any untrue statement of a material fact or omit to state a material fact required to be stated therein or necessary to make the statements therein, in light of the circumstances under which such statements were made, not materially misleading, except that no representations or warranties in this section apply to statements or omissions which are based on written information furnished by the Acquired Fund to the Acquiring Fund; and

< font style="font-size:8.0pt;" face="MetaPlusLF-NormalRoman" color="Black">L.the current prospectus and statement of additional information of the Acquiring Fund (copies of which have been delivered to the Acquired Fund) conform in all material respects to the applicable requirements of the 1933 Act and the 1940 Act and the rules and regulations of the Commission thereunder and do not include any untrue statement of a material fact or omit to state any material fact required to be stated therein or necessary to make the statem ents therein, in light of the circumstances under which they were made, not materially misleading.

10.Certain Conditions.

Unless waived by the parties in writing in their sole discretion, all obligations of the parties hereunder are subject to the fulfillment, prior to or at the Closing, of each of the following conditions:

A.Registration Statement and Proxy Statement/Prospectus. The Acquiring Fund will file a registration statement on Form N-14 with the Commission under the 1933 Act in order to register the Acquiring Fund Shares to be issued hereunder. Such registration statement in the form in which it shall become effective and, in the event any post-effective amendment thereto becomes effective prior to the Closing Date, such registration statement as amended, is referred to herein as the "Registration Statement." The Acquiring Fund will file preliminary proxy materials with the Commission under the 1940 Act and the 1934 Act, relating to the meeting of the shareholders of the Acquired Fund at which this Agreement and the transactions herein contemplated will be considered and voted upon, in the form of a combined proxy statement and prospectus and related statement of additional information included in the Registration Statement. The combined proxy statement and prospectus and related statement of additional information that is first filed pursuant to Rule 497(b) under the 1933 Act is referred to herein as the "Proxy Statement/Prospectus." The Acquiring Fund and the Acquired Fund each will exert reasonable efforts to cause the Registration Statement to become effective under the 1933 Act as soon as practical and agree to cooperate in such efforts. The Registration Statement shall have become effective under the 1933 Act and no stop orders suspending the ef fectiveness thereof shall have been issued and, to the knowledge of the parties hereto, no investigation or proceeding for that purpose shall have been instituted or be pending, threatened, or contemplated under the 1933 Act. Upon effectiveness of the Registration Statement, the Acquired Fund will cause the Proxy Statement/Prospectus to be delivered to the shareholders of the Acquired Fund entitled to vote on the transactions contemplated by this Agreement at least 20 days prior to the date of the meeting of shareholders called to act upon such transactions.

B.Shareholder Vote. The obligations of the Acquired Fund under this Agreement shall be subject to the shareholders of the Acquired Fund duly approving the execution and delivery of this Agreement and the transactions contemplated herein.

C.Pending or Threatened Proceedings. On the Closing Date, no action, suit, or other proceeding shall be threatened or pending before any court or governmental agency in which it is sought to restrain or prohibit, or obtain damages or ot her relief in connection with, this Agreement or the transactions contemplated herein.

D.Appropriate Articles. The Acquired Fund shall execute and cause to be filed with the Maryland State Department of Assessments and Taxation, such articles of transfer, articles of dissolution, articles supplementary or other documents, as necessary to eliminate designation of the Acquired Fund, as appropriate.

E.Declaration of Dividend. The Acquired Fund shall have declared a dividend or dividends which, together with all previous such dividends, shall have the effect of distributing to the Acquired Fund shareholders all of the investment company taxable income and realized capital gain for all taxable periods of the Acquired Fund which are required to be distributed to avoid federal income or excise tax applicable to regulated investment companies.

F.State Securities Laws. The parties shall have received all permits and other authorizations necessary under state securities laws to consummate the transactions contemplated herein.

G.Performance of Covenants. Each party shall have performed and complied in all material respects with each of its agreements and covenants required by this Agreement to be performed or complied with by it prior to or at the Val uation Date and the Closing Date.

H.Representations and Warranties. The representations and warranties of each party set forth in this Agreement will be true and correct on the Closing Date, and each party shall deliver to the other a certificate of a duly authorized officer of such party to that effect.

11.Notices. All notices, requests, instructions, and demands in the course of the transactions herein contemplated shall be in writing addressed to the respective parties as follows and shall be deemed given: (i) on the next day if sent by prepaid overnight courier and (ii) on the same day if given by hand delivery or telecopy.

If to the Acquiring Fund or Acquired Fund:

David Oestreicher, EsquireT.Rowe Price Associates, Inc.100 East Pratt StreetBaltimore, Maryland 21202Fax Number (410) 345-6575

with a copy to:

Joel H. Goldberg, EsquireWillkie Farr & Gallagher LLP
787 Seventh AvenueNew York, New York 10019Fax Number (212) 728-9289

or to such other address as the parties from time to time may designate by written notice to all other parties hereto.

12.Termination.

A.This Agreement may be terminated by the Acquiring Fund or the Acquired Fund upon the giving of written notice to the other, if the conditions specified in paragraphs 8., 9., and 10. have not been performed or do not exist on or before January 31, 2009.

B.In the event of termination of this Agreement pursuant to paragraph 12.A. of this Agreement, neither party (nor its officers or directors) shall have any liability to the other.

13.Exhibits. All Exhibits shall be considered as part of this Agreement.

14.Miscellaneous. This Agreement shall bind and inure to the benefit of the parties and their respective successors and assigns. It shall be governed by, construed, and enforced in accordance with the laws of the State of Maryland. The Acquired Fund and the Acquiring Fund represent and warrant to each other that there are no brokers or finders entitled to receive any payments in connection with the transactions provided for herein. The Acquired Fund and the Acquiring Fund agree that no party has made any representation, warranty, or covenant not set forth herein and that this Agreement constitutes the entire agreement between the parties as to the subject matter hereof. The representations, warranties, and covenants contained in this Agreement or in any document delivered pursuant hereto or in connection herewith shall survive the consummation of the transactions contemplated hereunder for a period of three years thereafter. The paragraph headings contained in this Agreement are for reference purposes only and shall not affect in any way the meaning or interpretation of this Agreement. This Agreement shall be executed in any number of counterparts, each of which shall be deemed an original. Nothing herein expressed or implied is intended or shall be construed to confer upon or give any person,

PAGE 35

firm, or corporation, other than the parties hereto and their respective successors and assigns, any rights or remedies under or by reason of this Agreement. Whenever used herein, the use of any gender shall include all genders.

15.Amendments. The Acquired Fund and the Acquiring Fund by mutual consent of their Boards of Directors or authorized committees or officers may amend this Agreement in such manner as may be agreed upon, whether befor e or after the meeting of stockholders of the Acquired Fund at which action upon the transactions contemplated hereby is to be taken; provided, however, that after the requisite approval of the stockholders of the Acquired Fund has been obtained, this Agreement shall not be amended or modified so as to change the provisions with respect to the transactions herein contemplated in any manner which would materially and adversely affect the rights of such stockholders without their further approval.

16.Waiver. The failure of any party hereto to enforce at any time any of the provisions of this Agreement shall in no way be construed to be a waiver of any such provision, nor in any way to affect the validity of this Agreement or any part hereof or the right of any party thereafter to enforce each and every such provision. No waiver of any breach of this Agreement shall be held to be a waiver of any other or subsequent breach.

17.Liability.

A.The Acquired Fund and the Acquiring Fund acknowledge and agree that all obligations of the Acquired Fund under this Agreement are binding only with respect to the Acquired Fund; that any liability of the Acquired Fund under this Agreement or in conne ction with the transactions contemplated herein shall be discharged only out of the assets of the Acquired Fund.

B.The Acquiring Fund and the Acquired Fund acknowledge and agree that all obligations of the Acquiring Fund under this Agreement are binding only with respect to the Acquiring Fund; that any liability of the Acquiring Fund under this Agreement or in connection with the transactions contemplated herein shall be discharged only out of the assets of the Acquiring Fund.

IN WITNESS WHEREOF, each of the parties hereto has caused this Agreement to be executed and by their officers thereunto duly authorized, as of the day and year first above written.

WITNESS:T. ROWE PRICEScience &Technology Fund, INC.

__________________By_______________________(SEAL)

Patricia B. LippertMichael F. SolaTitle: President

WITNESS:T. ROWE PRICE DevelopingTechnologies Fund, Inc.

__________________By________________________(SEAL)

Pat ricia B. LippertDavid OestreicherTitle: Vice President

T. ROWE PRICE SCience & Technology FUND, INC.

FORM N-14

PART B

STATEMENT OF ADDITIONAL INFORMATION

September 5, 2008

This Statement of Additional Information (the "SAI") relates to the proposed reorganization (the "reorganization") of the Developing Technologies Fund (the "Acquired Fund") into Science & Technology Fund (the "Acquirin g Fund").

This SAI sets forth information that may be of interest to shareholders relating to the Reorganization, but which is not included in the Combined Proxy Statement and Prospectus, dated September 5, 2008, of the funds. As described in the Combined Proxy Statement and Prospectus, a reorganization would involve the transfer of substantially all the assets of the Acquired Fund in exchange for shares of the respective Acquiring Fund. The Acquired Fund would di stribute the Acquiring Fund shares it receives to its shareholders in complete liquidation of the Acquired Fund.

This SAI is not a prospectus, and should be read in conjunction with the Combined Proxy Statement and Prospectus. This SAI and the Combined Proxy Statement and Prospectus have been filed with the Securities and Exchange Commission. Copies of the Combined Proxy Statement and Prospectus are available upon request and without charge by writing to the Acquiring Fund at 100 East Pratt Street, Baltimore, Maryland 21202, or by
calling1-800-541-5910.

The Securities and Exchange Commission maintains a website (http://www.sec.gov) that contains the prospectuses and statement of additional information of the Acquired Fund and Acquiring Fund, other material incorporated by reference and other information regarding the Acquired Fund and Acquiring Fund.

PAGE 37

TABLE OF CONTENTS

Page

I.	Additional Information About the Acquired Fund and the Acquiring Fund	3
II.	Financial Statements of the Acquired Fund and the Acquiring Fund	3

I. ADDITIONAL INFORMATION ABOUT THE Acquired Fund AND THE ACQUIRING FUND

FOR THE ACQUIRED FUND: The Statement of Additional Information for the Acquired Fund dated July 1, 2008, as filed with the Securitie s and Exchange Commission on July 1, 2008, is incorporated by reference.

FOR THE Acquiring Fund: The Statement of Additional Information for the Acquiring Fund dated July 1, 2008, as filed with the Securities and Exchange Commission on July 1, 2008, is incorporated by reference.

The Statement of Additional Information for the Acquired Fund and Acquiring Fund is available without charge at www.troweprice.com or by calling 1-800-541-5910.

II. FINANCIAL STATEMENTS OF THEAcquired Fund AND THE ACQUIRING FUND

This SAI incorporated by reference (i) the financial statements and report of the independent registered public accounting firm for the Developing Technologies Fund as contained in its Annual Report for the year ended December 31, 2007, and (ii)the financial statements and report of the independent registered public accounting firm for the Science & Technology Fund as contained in its Annual Report for the year ended December 31, 2007. Each of these reports was filed with the Securities and Exchange Commission on February 29, 2008, and is available without charge at www.troweprice.com or by calling 1-800-541-5910.

Pricewat erhouseCoopers LLP, located at 100 East Pratt Street, Suite 1900, Baltimore, MD 21202, is the independent registered public accounting firm to the Acquired Fund and the Acquiring Fund, providing audit and tax return review of various Securities and Exchange Commission filings.

PAGE 39

PART C

OTHER INFORMATION

Item 15. Indemnification

The Registrant maintains comprehensive Errors and Omissions and Officers and Directors insurance policies written by ICI Mutual. These policies provide coverage for T.Rowe Price Associates, Inc. ("Manager"), and its subsidiaries and affiliates (with the exception of the T. Rowe Price Associates Foundation, Inc.) and all other investment companies in the T.Rowe Price family of mutual funds, as listed in Item 26 of the Registrant`s Registration Statement filed as Amendment No. 28 dated April 25, 2008. In addition to the corporate insureds, the policies also cover the officers, directors, and employees of the Manager, its subsidiaries, and affiliates. The premium is allocated among the named corporate insureds in accordance with the provisions of Rule 17d1(d)(7) under the Investment Company Act of 1940.

General. The Charter of the Corporation provides that to the fullest extent permitted by Maryland or federal law, no director or officer of the Corporation shall be personally liable to the Corporation or the holders of Shares for money damages and each director and officer shall be indemnified by the Corporation; provided, however, that nothing therein shall be deemed to protect any director or officer of the Corporation against any liability to the Corporation of the holders of Shares to which such director or officer would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence or reckless disregard of the duties involved in the conduct of his or her office.

Article X, Section 10.01 of the Registrant`s By-Laws provides as follows:

Section 10.01. Indemnification and Payment of Expenses in Advance: The Corporation shall indemnify any individual ("Indemnitee") who is a present or former director, officer, employee, or agent of the Corporation, or who is or has been serving at the request of the Corporation as a director, officer, employee or agent of another corporation, partnership, joint venture, trust or other enterprise, who, by reason of his position was, is, or is threatened to be made a party to any threatened, pending, or completed action, suit, or proceeding, whether civil, criminal, administrative, or investigative (hereinafter collectively referred to as a "Proceeding") against any judgments, penalties, fines, settlements, and reasonable expenses (including attorneys` fees) incurred by such Indemnitee in connection with any Proceeding, to the fullest extent that such indemnification may be lawful under Maryland law. The Corporation shall pay any reasonable expenses so incurred by such Indemnitee in defending a Proceeding in advance of the final disposition thereof to the fullest extent that such advance payment may be lawful under Maryland law. Subject to any applicable limitations and requirements set forth in the Corporation`s Articles of Incorporation and in these By-Laws, any payment of indem nification or advance of expenses shall be made in accordance with the procedures set forth in Maryland law.

Notwithstanding the foregoing, nothing herein shall protect or purport to protect any Indemnitee against any liability to which he would otherwise be subject by reason of willful misfeasance, bad faith, gross negligence, or reckless disregard of the duties involved in the conduct of his office ("Disabling Conduct").

Anything in this Article X to the contrary n otwithstanding, no indemnification shall be made by the Corporation to any Indemnitee unless:

(a)there is a final decision on the merits by a court or other body before whom the Proceeding was brought that the Indemnitee was not liable by reason of Disabling Conduct; or

(b)in the absence of such a decision, there is a reasonable determination, based upon a review of the facts, that the Indemnitee was not liable by reason of Disabling Conduct, which determination shall be made by:

(i)the vote of a majority of a quorum of directors who are neither "interested persons" of the Corporation as defined in Section 2(a)(19) of the Investment Company Act, nor parties to the Proceeding; or

(ii)an independent legal counsel in a written opinion.

Anything in this Article X to the contrary notwithstanding, any advance of expenses by the Corporation to any Indemnitee shall be made only upon the undertaking by such Indemnitee to repay the advance unless it is ultimately determined that such Indemnitee is entitled to indem nification as above provided, and only if one of the following conditions is met:

(a)the Indemnitee provides a security for his undertaking; or

(b)the Corporation shall be insured against losses arising by reason of any lawful advances; or

(c)there is a determination, based on a review of readily available facts, that there is reason to believe that the Indemnitee will ultimately be found entitled to indemnification, which determination shall be made by:

(i)a majority of a quorum of directors who are neither "interested persons" of the Corporation as defined in Section 2(a)(19) of the Investment Company Act, nor parties to the Proceeding; or

(ii)an independent legal counsel in a written opinion.

Section 10.02. Insurance of Officers, Directors, Em ployees, and Agents. To the fullest extent permitted by applicable Maryland law and by Section 17(h) of the Investment Company Act of 1940, as from time to time amended, the Corporation may purchase and maintain insurance on behalf of any person who is or was a director, officer, employee, or agent of the Corporation, or who is or was serving at the request of the Corporation as a director, officer, employee, or agent of another corporation, partnership, joint venture, trust, or other enterprise, against any liability asserted against him and incurred by him in or arising out of his position, whether or not the Corporation would have the power to indemnify him against such liability.

Insofar as indemnification for liability arising under the Securities Act of 1933 may be permitted to directors, officers, and controlling persons of the Registrant pursuant to the foregoing provisions, or otherwise, the Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Act and is, therefore, unenforceable. In the event that a claim for ind emnification against such liabilities (other than the payment by the Registrant of expenses incurred or paid by a director, officer, or controlling person of the Registrant in the successful defense of any action, suit, or proceeding) is asserted by such director, officer, or controlling person in connection with the securities being registered, the Registrant will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Act and will be governed by the final adjudication of such issue.

Item 16. Exhibits

(1)(a)Amended Articles of Incorporation, dated August 25, 1987

(1)(b)Articles of Amendment, dated May 1, 1991

(1)(c)Articles Supplementary, dated March 14, 2000 (electronically filed with Amendment No. 16 dated March27, 2000)

(2)By-Laws of Registrant, as amended October21, 1987, April19, 1990, May1, 1991, July21, 1999, February5, 2003, April21, 2004, and February8, 2005 (electronically filed with Amendment No. 26 dated April28, 2006)

(3)Inapplicable

(4)Form of Agreement and Plan of Reorganization as Exhibit A to Comb ined Proxy Statement and Prospectus

(5) See Article FIFTH, Capital Stock, paragraphs (B)-(E) of the Amended Articles of Incorporation; and Article II, Shareholders, in its entirety, and Article VIII, Capital Stock, in its entirety, of the Bylaws

(6)(a)Investment Management Agreement between Registrant and T.Rowe Price Associates, Inc., dated May 1, 1991 (electronically filed with Amendment No. 13 dated February28, 1994)

(6)(b)Amended Investment Management Agreement between Registrant and T.Rowe Price Associates, Inc., dated August1, 2004 (electronically filed with Amendment No. 25 dated April28, 2005)

(7)Underwriting Agreement between Registrant and T.Rowe Price Investment Services, Inc., dated May1, 2003(electronically filed with Amendment No.23 dated April29, 2003)

PAGE 41

(8)Inapplicable

(9)(a)Custodian Agreeme nt between T.Rowe Price Funds and State Street Bank and Trust Company, dated January28, 1998, as amended November4, 1998, April21, 1999, February9, 2000, April19, 2000, July18, 2000, October25, 2000, February7, 2001, June7, 2001, July24, 2001, April24, 2002, July24, 2002,September4, 2002, July23, 2003, October22, 2003,February4, 2004, September 20, 2004,March2, 2005, April 19, 2006, July19, 2006,October 18, 2006, April24, 2007, June 12, 2007, July24,2007,October 23, 2007, and February 6, 2008

(9)(b)Global Custody Agreement between The Chase Manhattan Bank and T. Rowe Price Funds, dated January 3, 1994, as amended April 18, 1994, August 15, 1994, November 28, 1994, May 31, 1995, November 1, 1995, July 31, 1996, July 23, 1997, September 3, 1997, October 29, 1997, December 15, 1998, October 6, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, July 24, 2001, April 24, 2002, July 24, 2002, July 23, 2003, October 22, 2003, September 20, 2004, December 14, 2005, April 19, 2006, October 18, 2006, and April 24, 2007

(10)Inapplicable

(11)Opinion of Counsel as to the legality of securities - Forrest R. Foss, Esq.

(12)Opinion and Consent of Willkie Farr & Gallagher LLP for Registrant and T. Rowe Price Developing Technologies Fund on certain tax matters (to be filed by amendment)

(13)(a)Transfer Agency and Service Agreement between T.Rowe Price Services, Inc. and T.Rowe Price Funds, dated January 1, 2008, as amended February 6, 2008

(13)(b)Agreement between T.Rowe Price Associates, Inc. and T.Rowe Price Funds for Fund Accounting Services, dated January 1, 2008, as amended February 6, 2008

(14)Consent of Independent Registered Public Accounting Firm - PricewaterhouseCooopers LLP

(15)Inapplicable

(16)Limited Power of Attorney, dated July 22, 2008

(17)(a)Form of Proxy Ballot

(17)(b)Science & Technology Fund prospectus (electronically filed as Part A of Amendment No. 28 dated April 25, 2008)

Item 17. Undertakings

(1)The undersigned registrant agrees that prior to any public reoffering of the securitie s registered through the use of a prospectus which is part of this registration statement by any person or party who is deemed to be an underwriter with the meaning of Rule 145(c) of the Securities Act, the reoffering prospectus will contain the information called for by the applicable registration form for reofferings by persons who may be deemed underwriters, in addition to the information called for by the other items of the applicable form.

(2)The undersigned registrant agrees that every prospectus that is filed under paragraph (1) above will be filed as part of an amendment to the registration statement and will not be used until the amendment is effective, and that, in determining any liability under the 1933 Act, each post-effective amendment shall be deemed to be a new registration statement for the securities offered therein, and the offering of the securities at that time shall be deemed to be the initial bona fide offering of them.

(3)The undersigned registrant agrees that Opinion and Consent of counsel - Willkie Farr & Gallagher LLP, regarding certain tax matters, will be filed as part of an amendment to the registration statement.

As required by the Securities Act of 1933, this Registration Statement has been signed on behalf of the Registrant, in the City of Baltimore, and State of Maryland, on the 29th day of July, 2008.

T. Rowe Price Science & Technology Fund, Inc.

/s/Edward C. BernardBy:Edward C. BernardChairman of the Board

Pursuant to the requirements of the Securities Act of 1933, as amended, this Registration Statement has been signed < /font>below by the following persons in the capacities and on the dates indicated:

Signature	Title	Date
/s/Edward C. BernardEdwa rd C. Bernard	Chairman of the Board(Chief Executive Officer)	July 29, 2008
/s/Gregory K. HinkleGregory K. Hinkle	Treasurer (ChiefFinancial Officer)	July 29, 2008
*Jeremiah E. Casey	Director	July 29, 2008
*Anthony W. Deering	Director	July 29, 2008
*Donald W. Dick, Jr.	Director	July 29 , 2008
*David K. Fagin	Director	July 29, 2008
*Karen N. Horn	Director	July 29, 2008
/s/John H. LaporteJohn H. Laporte	Director	July 29, 2008
*Theo C. Rodgers	Director	July 29, 2008
*John G. Schreiber	Director	July 29, 2008
*/s/David OestreicherDavid Oestreicher	Vice President andAttorneyInFact	July 29, 2008

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AMENDED ARTICLES OF INCORPORATION

OF

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

FIRST: The undersigned, Henry H. Hopkins and Forrest R. Foss, each of whose post office address is 100 East Pratt Street, Baltimore, Maryland 21202, and each being at least eighteen (18) years of age, being the original incorporators of the T. Rowe Price Science & Technology Fund, Inc., do hereby file Amended Articles of Incorporation of sai d corporation as set forth below.

SECOND: The name of the Corporation is:

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

THIRD: The purposes for which the Corporation is formed are as follows:

(A)To operate as and carry on the business of an investment company, and exercise all the powers necessary and appropriate to the conduct of such operations.

(B)In general, to carry on any other business in connection with or incidental to the foregoing purpose, to have and exercise all the powers conferred upon corporations by the laws of the State of Maryland as in force from time to time, to do everything necessary, suitable or p roper for the accomplishment of any purpose or the attainment of any object or the furtherance of any power not inconsistent with Maryland law, either alone or in association with others, and to take any action incidental or appurtenant to or growing out of or connected with the Corporation's business or purposes, objects, or powers.

The Corporation shall have the power to conduct and carry on its business, or any part thereof, and to have one or more offices, and to exercise any or all of its corporate powers and rights, in the State of Maryland, in any other states, territories, districts, colonies, and dependencies of the United States, and in any or all foreign countries.

The foregoing clauses shall be construed both as objects and powers, and the foregoing enumeration of specific powers shall not be held to limit or restrict in any manner the general powers of the Corporation.

FOURTH: The post office address of the principal office of the Corporation in the State of Maryland i s:

100 East Pratt Street

Baltimore, Maryland 21202

1

The name and post office address of the resident agent of the Corporation in the State of Maryland is:

Henry H. Hopkins

100 East Pratt Street

Baltimore, Maryland 21202

< p>

Said resident agent is a citizen of the State of Maryland, and actually resides therein.

FIFTH: Capital Stock. (A) General. The total number of shares of stock which the Corporation, by resolution or resolutions of the Board of Directors, shall have authority to issue is One Billion (1,000,000,000) shares, par value One Cent ($0.01) per share, such shares having an aggregate par value of Ten Million Dollars ($10,000,000). All such shares are herein classified as "Common Stock" subject, however, to the authority hereinafter granted to the Board of Directors to classify or reclassify any such shares, to increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class that the Corporation has authority to issue, and to authorize that all such shares of stock be issued as shares of one or more series or one or more classes designated as the Board of Directors may determine.

(B)Creation of Series. The balance of shares of stock now or hereafter authorized but unissued may be issued as Common Stock or in one or more new series or one or more new classes, each consisting of such number of shares and having such designations, powers, preferences, rights, qualifications, limitations and restrictions as shall be fixed and determined from time to time by resolution or resolutions providing for the issuance of such shares adopted by the Board of Directors, to whom authority so to fix and determine the same is hereby expressly granted.

(C)Dividends and Distributions. Without limiting the generality of the foregoing, the dividends and distributions of investment income and capital gains with respect to Common Stock and any series or class that may hereafter be created shall be in such amount as may be declared from time to time by the Board of Directors, and such dividends and distributions may vary from series to series or class to class to such extent and for such purposes as the Board of Directors may deem appropriate, including, but not limited to, the purpose of complying with requirements of regulatory or legislative authorities.

(D)Classification. The Board of Directors is hereby expressly granted authority to (1) classify or reclassify any unissued stock (whether now or hereafter authorized) from time to time by setting or changing the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends, qualifications, or terms or conditions of redemption of the stock and (2) pursuant to such classification or reclassification to increase or decrease the number of authorized shares of any series or class, but the number of shares of any series or class shall not be decreased by the Board of Directors below the number of shares thereof then outstanding, or increased above the number of shares then authorized, provided however, that nothing herein shall prohibit the Board of Directors from increasing or decreasing the aggregate number of shares of stock or the number of shares of stock of any class or series that the Corporation has authority to issue.

(E)Provisions for Series. In addition to other provisions of these Articles, the following provisions are applicable regarding any series of shares of stock of the Corporation established and designated by paragraph (a) of this Article FIFTH and shall be applicable if the Board of Directors shall establish and designate a dditional series as provided in that paragraph:

(i)Classification. The Board of Directors may classify or reclassify any unissued shares or any shares previously issued and reacquired of any se ries into one or more series that may be established and designated from time to time. The Corporation may hold as treasury shares (of the same or some other series), reissue for such consideration not less than the greater of the par value and the net asset value per share (as described in paragraph (A)(ii) of Article SEVENTH hereof) and on such terms as they may determine, or cancel any shares of any series reacquired by the Corporation from time to time.

(ii)Assets Belonging to Series. All consideration received by the Corporation for the issue or sale of shares of a particular series, together with all assets in which such consideration is invested or reinvested, all income, earnings, profits, and proceeds thereof, including any proceeds derived from the sale, exchange or liquidation of such assets, and any funds or payments derived from any reinvestment of such proceeds in whatever form the same may be, shall irrevocably belong to that series for all purposes, subject only to the rights of creditors, and shall be so recorded upon the books of account of the Corporation. In the event that there are any assets, income, earnings, profits, and proceeds thereof, funds or payments which are not readily identifiable as belonging to any particular series, the Board of Directors shall allocate them among any one or more of the series established and designated from time to time in such manner and on such basis as they, in their sole discretion, deem fair and equitable. Each such allocation by the Board of Directors shall be conclusive and binding upon the shareholders of all series for all purposes.

(iii)Liabilities Belonging to Series. The assets belonging to each particular series shall be charged with the liabilities of the Corporation in respect of that series and all expenses, costs, charges and reserves attributable to that series, and any general liabilities, expenses, costs, charges and reserves of the Corporation that are not readily identifiable as belonging to any pa rticular series shall be allocated, and charged by the Board of Directors to and among any one or more of the series established and designated from time to time in such manner and on such basis as the Board of Directors in their sole discretion deem fair and equitable. Each allocation of liabilities, expenses, costs, charges and reserves by the Board of Directors shall be conclusive and binding upon the holders of all series for all purposes.

(iv)Dividends and Distributions. The power of the Corporation to pay dividends and make distributions shall be governed by paragraph (C) of this Article FIFTH with respect to any one or more series which represents the interests in separately managed components of the Corporation's assets. Dividends and distr ibutions on shares of a particular series may be paid with such frequency as the Board of Directors may determine, which may be daily or otherwise, pursuant to a standing resolution or resolutions adopted only once or with such frequency as the Board of Directors may determine, to the holders of shares of that series, from such of the income and capital gains, accrued or realized, attributable to the assets belonging to that series as the Board of Directors may determine, after providing for actual and accrued liabilities belonging to that

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series. All dividends and distributions on shares of a particular series shall be distributed pro rata to the holders of that series in proportion to the number of shares of that series held by such holders at the date and time of record established for the payment of such dividends or distributions.

(v)Equality. Subject to the provisions of this Article FIFTH, all shares of all series shall have identical rights and privileges, except insofar as variations thereof among series shall have been determined and fixed by the Board of Directors. Each share of any series shall represent an equal proportionate share in the assets of that series with each other share of that series. The Board of Directors may divide or combine the shares of any series into a greater or lesser number of shares of the series without thereby changing the proportionate interests of the holders of such shares in the assets of that series.

(vi)Conversion or Exchange Righ ts. Subject to the compliance with the requirements of the Investment Company Act of 1940, the Board of Directors shall have the authority to provide that the holders of shares of any series shall have the right to convert or exchange said shares for or into shares of one or more other series in accordance with such requirements and procedures as may be established by the Board of Directors.

(vii)Establishment and Designation of Series. The establishment and designation of any series of shares in addition to any established and designated in paragraph (a) of this Article FIFTH shall be effective upon the execution of the appropriate instruments and the proper filing thereof in accordance with the Maryland General Corporation Law, as authorized by the majority of the then Board of Directors, setting forth such establishment and designation and the relative rights, preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of such series or as otherwise provided in such instrument. At any time that there are no shares outstanding or subscribed for any particular series previously established and designated, the Board of Directors may by a similar procedur e abolish that series and the establishment and designation thereof.

(viii)Liquidation. In the event of the liquidation of a particular series, the shareholders of the series that has been established and designated and that is being liquidated shall be entitled to receive, when and as declared by the Board of Directors, the excess of the assets belonging to that series over the liabilities belonging to that series. The holders of shares of any series shall not be entitled thereby to any distribution upon liquidation of any other series. The assets that may be distributed to the shareholders of any series shall be distributed among such shareholders in proportion to the number of shares of that series held by each such shareholder and recorded on the books of the Corporation. The liquidation of any particular series in which there are shares then outstanding may be authorized by an instrument in writing, without a meeting, signed by a majority of the Directors then in office, subject to the affirmative vote of "a majority of the outstanding voting securities" of that series, as the quoted phrase is defined in the Investment Company Act of 1940.

(ix)Voting. Each share of each series shall have equal voting rights with every other share of every other series, and all shares of all series shall vote as a single group except where a separate vote of any class or series is required by the Investment Company Act of 1940, th e laws of the State of Maryland, these Articles of Incorporation, the By-Laws of the Corporation,

or as the Board of Directors may determine in its sole discretion. Where a separate vote is required with respect to one or more classes or series, then the shares of all other classes or series shall vote as a single class or series, provided that, as to any matter which does not affect the interest of a particular class or series, only the holders of shares of the one or more affected classes or series shall be entitled to vote.

SIXTH: Number of Directors. The number of directors of the Corporation shall be three (3), or such other number as may from time to time be fixed by the By-Laws of the Corporation, or pursuant to authorization contained in such By-Laws, but the number of directors shall never be less than (i) three (3) or (ii) the number of shareholders of the Corporation, whichever is less. James S. Riepe shal l serve as director until the first meeting of shareholders or until his successors are duly chosen and qualify.

SEVENTH: Regulation of the Powers of the Corporation and Its Directors and Shareholders.

(A)Issue of the Corporation's Shares

(i)General. All corporate powers and authority of the Corporation (except as at the time otherwise provided by statute, by these Articles of Incorporation or the By-Laws of the Corporation) shall be vested in and exercised by the Board of Directors. The Board of Directors shall have the power to determine or cause to be determined the nature, quality, character and composition of the portfolio of securities and investments of the Corporation or any series thereof, but the foregoing shall not limit the ability of the Board of Directors to delegate such power to a Committee of the Board of Directors or to an officer of the Corporation, or to enter into an investment advisory or management contract as described in paragraph (E)(vi) of this Article SEVENTH. The Board of Directors may from time to time issue and sell or cause to be issued and sold any of the Corporation's authorized shares, including any additional shares which it hereafter authorizes and any shares redeemed or repurchased by the Corporation, except that only shares previously contracted to be sold may be issued during any period when the determination of net asset value is suspended pursuant to the provisions of paragraph (C)(iii) of this Article SEVENTH. All such authorized shares, when issued in accordance with the terms of this paragraph (A) shall be fully paid and nonassessable. No holder of any shares of the Corporation shall be entitled, by reason of holding or owning such shares, to any prior, preemptive or other right to subscribe to, purchase or otherwise acquire any additional shares of the Corporation subsequently issued for cash or other consideration or by way of a dividend or otherwise; and any or all of suc h shares of the Corporation, whether now or hereafter authorized or created, may be issued, or may be reissued or transferred if the same have been reacquired and have treasury status to such persons, firms, corporations and associations, and for such lawful consideration, and on such terms as the Board of Directors in its discretion may determine, without first offering the same, or any portion thereof, to any said holder. Voting power in the election of directors and for all other purposes shall be vested exclusively in the holders of the Corporation's autho rized and issued shares.

(ii)Price. No shares of the Corporation shall be issued or sold by the Corporation, except as a stock dividend distributed to shareholders, for less than an amount whic h would result in proceeds to the Corporation, before taxes payable by the Corporation in connection

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with such transaction, of at least the net asset value per share determined as set forth in paragraph (C) of this Article SEVENTH as of such time as the Board of Directors shall have by resolution theretofore prescribed. In the absence of a resolution of the Board of Directors applicable to the transaction, such net asset value shall be that next determined after receipt of an unconditional purchase order.

(iii)On Merger or Consolidation. The Board of Directors, in its sole discretion, may permit shares of the Corporation to be issued for stock or assets of any kind. In this regard, in connection with the acquisition of any assets or stock of another person (as such term is defined in Section 2(a)(28) of the Investment Company Act of 1940), the Board of Directors may issue or cause to be issued shares of the Corporation and accept in payment therefor, in lieu of cash, such assets at their market value, or such stock at the market value of the assets held by such person, either with or without adjustment for contingent costs or liabilities, provided that the funds of the Corporation are permitted by law to be invested in such assets or stock.

(iv)Fractional Shares. The Board of Directors may issue and sell fractions of shares having pro rata all the rights of full shares, including, without limitation, the right to vote and to receive dividends.

(B)Redemption and Repurchase of the Corporation's Shares

(i)< /font>Redemption of Shares. The Corporation shall redeem its shares, subject to the conditions and at the price determined as hereinafter set forth, upon proper application of the record holder thereof at such office or agency as may be designated from time to time for that purpose by the Board of Directors. Any such application must be accompanied by the certificate or certificates, if any, evidencing such shares, duly endorsed or accompanied by a proper instrument of transfer. The Board of Directors shall have power to determine or to delegate to the proper officers of the Corporation the power to determine from time to time the form and the other accompanying documents which shall be necessary to constitute a proper application for redemption.

(ii)Price. Such shares shall be redeemed at their net asset value determined as set forth in paragraph (C) of this Article SEVENTH as of such time as the Board of Directors shall have theretofore prescribed by resolution. In the absence of such resolution, the redemption price of shares deposited shall be the net asset value of such shares next determined as set forth in paragraph (C) of this Article SEV ENTH after receipt of such application.

(iii)Payment. Payment for such shares shall be made to the shareholder of record within seven (7) days after the date upon which proper application is re ceived, subject to the provisions of paragraph (B)(iv) of this Article SEVENTH. Such payment shall be made in cash or other assets of the Corporation or both, as the Board of Directors shall prescribe.

(iv)Effect of Suspension of Determination of Net Asset Value. If, pursuant to paragraph (C)(iii) of this Article SEVENTH the Board of Directors shall declare a suspension of the determination of net asset value, the rights of shareholders (including those who shall have applied for redemption pursuant to paragraph (B)(i) of Article SEVENTH but who shall not yet

have received payment) to have shares redeemed and paid for by the Corporation shall be suspended until the termination of such suspension is declared. Any record holder whose redemption right is so suspended may, during the period of such suspension, by appropriate written notice of revocation to the office or agency where application was made, revoke his application and withdraw any share certificates which accompanied such application. The redemption price of shares for whi ch redemption applications have not been revoked shall be the net asset value of such shares next determined as set forth in paragraph (C) of this Article SEVENTH after the termination of such suspension, and payment shall be made within seven (7) days after the date upon which the proper application was made plus the period after such application during which the determination of net asset value was suspended.

(v)Repurchase by Agreement. The Corporation may repurchase shares of the Corporation directly, or through its principal underwriter or other agent designated for the purpose, by agreement with the owner thereof, at a price not exceeding the net asset value per share determined as of the time when the purchase or contract of purchase is made or the net asset value as of any time which may be later determined pursuant to paragraph (C) of this Article SEVENTH, provided payment is not made for the shares prior to the time as of which such net asset value is determined.

(vi)Corporation's Option to Redeem Shares.

(a)Small Account. The Corporation shall h ave the right at any time and without prior notice to the shareholder to redeem for their then-current net asset value per share all shares that are held by a shareholder whose shares of the Corporation or of any and all series have an aggregate net asset value of less than $10,000, or such other amount as the Board of Directors may from time to time determine;

(b)Reimbursement. The Corporation shall have the right at any time and without prior notice to the shareholder to redeem shares in any account, including any account of any series, for their then-current net asset value per share if and to the extent it shall be necessary to reimburse the Corporation or its principal u nderwriter or distributor for any loss sustained by the Corporation by reason of the failure of the shareholder in whose name such account is registered to make full payment for shares of the Corporation, or of any series thereof, purchased by such shareholder.

(c)Personal Holding Company. The Corporation shall have the right at any time and without prior notice to the shareholder to redeem shares in any account for their then-current net asset value per share if such redemption is, in the opinion of the Board of Directors, desirable in order to avoid the Corporation being taxed as a "personal holding company" within the meaning of the Internal Revenue Code of 1986, as amende d.

(d)Notice. The right of redemption provided by each of the foregoing subsections of this paragraph (B)(vi) of this Article SEVENTH shall be subject to such terms and conditions as the Board of Directors may from time to time approve, and subject to the Corporation's giving general notice of its intention to avail itself of such right, either by publication in the Corporation's prospectus or by such means as the Board of Directors shall determine.

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(C)Net Asset Value of Shares

(i)By Whom Determined. The Board of Directors shall have the power and duty to determine from time to time the net asset value per share of the outstanding shares of the Corporation and of any such series of the Corporation. It may delegate such power and duty to one or more of the directors and officers of the Corporation, to the custodian or depository of the Corporation's assets, or to another agent of the Corporation appointed for such purpose. Any < /font>determination made pursuant to this section by the Board of Directors, or its delegate, shall be binding on all parties concerned.

(ii)When Determined. The net asset value shall be determined at such times as the Board of Directors shall prescribe by resolution, provided that such net asset value shall be determined at least once each week as of the close of business on a business day. In the absence of a resolution of the Board of Directors, the net asset value shall be determined as of the close of trading on the New York Stock Exchange on each business day.

(iii)Suspension of Determination of Net Asset Value. The Board of Directors may declare a suspension of the determination of net asset value for the whole or any part of any period (a) during which the New York Stock Exchange is closed other than customary weekend and holiday closings, (b) during which tradin g on the New York Stock Exchange is restricted, (c) during which an emergency exists as a result of which disposal by the Corporation of securities owned by it is not reasonably practicable or it is not reasonably practicable for the Corporation fairly to determine the value of its net assets, or (d) during which a governmental body having jurisdiction over the Corporation may by order permit for the protection of the security holders of the Corporation. Such suspension shall take effect at such time as the Board of Directors shall specify, which shall not be later than the close of business on the business day next following the declaration, and thereafter there shall be no determination of net asset value until the Board of Directors shall declare the suspension at an end, except that the suspension shall terminate in any event on the first day on which (1) the condition giving rise to the suspension shall have ceased to exist and (2) no other condition exists under which suspension is authorized under this paragraph (C)(iii) of Article SEVENTH. Each declaration by the Board of Directors pursuant to this paragrap h (C)(iii) of Article SEVENTH shall be consistent with such official rules and regulations, if any, relating to the subject matter thereof as shall have been promulgated by the Securities and Exchange Commission or any other governmental body having jurisdiction over the Corporation and as shall be in effect at the time. To the extent not inconsistent with such official rules and regulations, the determination of the Board of Directors shall be conclusive.

(iv)Computation of Net Asset Value.

(a)Net Asset Value Per Share. The net asset value of each share of the Corporation (or, where applicable, of any series thereof) as of any particular time shall be the quotient obtained by dividing the value of the net assets of the Corporation (or, where applicable, such series) by the total number of shares of the Corporation (or, where applicable, such series) outstanding. Notwithstanding the above, the Board of Directors may determine to maintain the net asset value per share of any class or series at a designated constant dollar amount and in connection

therewith may adopt procedures not inconsistent with the Investment Company Act of 1940 for the continuing declarations of income attributable to that class or series as dividends payable in additional shares of that class or series at the designated constant dollar amount and for the handling of any losses attributable to that class or series. Such procedures may provide that in the event of any loss, each shareholder shall be deemed to have contributed to the capital of the C orporation attributable to that class or series has pro rata portion of the total number of shares required to be cancelled in order to permit the net asset value per share of that class or series to be maintained, after reflecting such loss, at the designated constant dollar amount. Each shareholder of the Corporation shall be deemed to have agreed, by his investment in any class or series with respect to which the Board of Directors shall have adopted any such procedure, to make the contribution referred to in the preceding sentence in the vent of any such loss.

(b)Net Asset Value of Corporation or Series. The value of the net assets of the Corporation (or of any series thereof) as of any particular time shall be the value of the assets of the Corporation (or of any such series) less its liabilities, determined and computed as prescribed by the Board of Directors.

(D)Compliance With Investment Company Act of 1940

Notwithstanding any of the foregoing provisions of this Article SEVENTH, the Board of Directors may prescribe, in its absolute discretion, such other bases and times for determining the per share net asset value of the shares of the Corporation (or any series thereof) as it shall deem necessary or desirable to enable the Corporation to comply with any provision of the Investment Company Act of 1940, or any rule or regulation thereunder, including any rule or regulation adopted pursuant to Section 22 of the Investment Company Act of 1940 by the Securities and Exchange Commission or any securities association registered under the Securities Exchange Act of 1934, all as in effect now or as hereafter amended or added.

(E)Miscellaneous

(i)Compensation of Directors. The Board of Directors shall have power from time to time to authorize payment of compensation to the directors for services to the Corporation, including fees for attendance at meetings of the Board of Directors and of committees.

(ii)Inspection of Corporation's Books. The Board of Directors shall have power from time to time to determine whether and to what extent, and at what times and places, and under what conditions and regulations the accounts and books of the Corporation (other than the stock ledger) or any of them shall be open to the inspection of shareholders; and no shareholder shall have any right of inspecting any account, book or document of the Corporation except as at the time and to the extent required by applicable law, unless authorized by a resolution of the shareholders or the Board of Directors.

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">

(iii)Name. The Corporation acknowledges that it is adopting its corporate name through permission of T. Rowe Price Associates, Inc., a Maryland corporation, and agrees that T. Rowe Price Associates, Inc. reserves to itself and any successor to its business the right to grant the

9

nonexclusive right to use the name "T. Rowe Price" or any similar name to any other corporation or entity, including, but not limited to, any investment company of which T. Rowe Price Associates, Inc. or any subsidiary or affiliate thereof or any successor to the business of any thereof shall be the investment adviser.

(iv)Reservation of Right to Amend. The Corporation reserves the right to make any amendment of its charter, now or hereafter authorized by law, including any amendment which alters the contract rights, as expressly set forth in its charter, of any outstanding stock, and all rights herein conferred upon shareholders are granted subject to such reservatio n. The Board of Directors shall have the power to adopt, alter or repeal the By-Laws of the Corporation, except to the extent that the By-Laws otherwise provide, or as otherwise provided by applicable law.

(v)Determination of Net Profits Dividends, Etc. The Board of Directors is expressly authorized to determine in accordance with generally accepted accounting principles and practices what constitutes net profits, earnings, surplus, or net assets in excess of capital, and to determine what accounting periods shall be used by the Corporation or any series thereof for any purpose, whether annual or any other period, including daily; to set apart out of any funds of the Corporation or any series thereof such reserves for such purposes as it shall dete rmine and to abolish the same; to declare and pay dividends and distributions in cash, securities, or other property from surplus or any funds legally available therefor, in such amounts and at such intervals (which may be as frequently as daily) or on such other periodic basis, as it shall determine; to declare such dividends or distributions by means of a formula or other method of determination, at meetings held less frequently than the frequency of the effectiveness of such declarations; to establish payment dates for dividends or any other distributions on any basis, including dates occurring less frequently than the effectiveness of the declaration thereof; and to provide for the payment of declared dividends on a date earlier than the specified payment date in the case of shareholders of the Corporation redeeming their entire ownership of shares of the Corporation.

The Corporation intends to qualify as a "regulated investment company" under the Internal Revenue Code of 1986, or any successor or comparable statute thereto, and regulations promulgated thereunder. Inasmuch as the computation of net income and gains for Federal income tax purposes may vary from the computation thereof on the books of the Corporation, the Board of Directors shall have the power, in its sole discretion, to distribute in any fiscal year as dividends, including dividends designated in whole or in part as capital gains distributions, amounts sufficient, in the opinion of the Board of Directors, to enable the Corporation to qualify as a regulated investment company and to avoid liability of the Corporation for Federal income tax in respect of that year. However, nothing in the foregoing shall limit the authority of the Board of Directors to make distributions greater than or less than the amount necessary to qualify as a regulated investment company and to avoid liability of the Corporation for such tax.

(vi)Contracts. The Board of Directors may in its discretion from time to time enter into an exclusive or nonexclusive underwriting contract or contracts providing for the sale of the shares of Common Stock of the Corporation to net the Corporation not less t han the amount provided for in paragraph (A)(ii) of this Article SEVENTH, whereby the Corporation may either agree to sell the shares to the other party to the contract or appoint such other party its sales agent

for such shares (such other party being herein sometimes called the "underwriter"), and in either case, on such terms and conditions as may be prescribed in the By-Laws, if any, and such further terms and conditions as the Board of Directors may in its discretion determine not inconsistent with the provisions of this Article SEVENTH or of the By-Laws; and such contract may also provide for the repurchase of shares of the Corporation by such other party as agent of the Corporation.

The Board of Directors may in its discretion from time to time enter into an investment advisory or management contract whereby the other party to such contract shall undertake to furnish to the Corporation or any series thereof such management, investment advisory, statistical and research facilities and services and such other facilities and services, i f any, and all upon such terms and conditions, as the Board of Directors may in its discretion determine.

Any contract of the character described in the paragraphs above or for services as custodian, transfer agent, or disbursing agent or related services may be entered into with any corporation, firm, trust, or association, although one or more of the directors or officers of the Corporation may be an officer, director, trustee, shareholder, or member of such other party to the contract, and no such contract shall be invalidated or rendered voidable by reason of the existence of any such relationship, nor shall any person holding such relationship be liable merely by reason of such relationship for any loss or expense to the Corporation under or by reason of said contract or accountable for any profit realized directly or indirectly therefrom, except as otherwise provided by applicable law. The same person (including a firm, corporation, trust, or association) may be the other party to contracts entered into pursuant to the above paragraphs, and any individual may be financially interested or otherwise affiliated with persons who are parties to any or all of the contracts mentioned in this paragraph.

Any contract entered into pursuant to the first two paragraphs of this paragraph (E)(vi) of Article SEVENTH shall be consistent with and subject to the requirements of Section 15 of the Investment Company Act of 1940 (including any amendment thereof or other applicable Act of Congress hereafter enacted) with respect to its continuance in effect, its termination and the method of authorization and approval of such contract or renewal thereof.

(vii)Shareholder Voting. On each matter submitted to a vote of the shareholders, each holder of a share shall be entitled to one vote for each whole share and to a proportionate fractional vote for each fractional share standing in his name on the books of the Corporation, except as otherwise provided in paragraph (E)(ix) of Article FIFTH. Notwithstanding any provision of the laws of the State of Maryland requiring a greater proportion than a majority of the votes of all classes or series or of any class or series of stock entitled to be cast, to take or authorize any action, such action may, subject to other applicable provisions of law, these Articles of Incorporation and By-Laws of the Corporation, be taken or authorized upon the concurrence of a majority of the aggregate number of the votes entitled to be cast thereon.

(viii)Certificates. A shareholder shall be entitled to stock certificates which represent and certify the shares of stock he holds in the Corporation upon written request in accordance with procedures established in the By-Laws or by the Board of Directors, but in the absence of such a request, the Corporation shall not be obligated to issue such certificates.

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EIGHTH: References in these Articles to the Investment Company Act of 1940 shall mean the published statute, the rules thereunder, and, where applicable, published cases and interpretative letters of the Securities and Exchange Commission.

IN WITNESS WHEREOF, we have signed these Amended Articles of Incorporation and acknowledge the same to be our act on this 25th day of August, 1987.

/s/Henry H. Hopkins

Henry H. Hopkins

/s/Forrest R. Foss

Forrest R. Foss

STATE OF MARYLAND)

) ss:

CITY OF BALTIMORE)

I HEREBY CERTIFY, that on this 25th day of August, 1987, before me, the subscriber, a Notary Public of the State of Maryland, in and for the City of Baltimore, personally appeared HENRY H. HOPKINS and FORREST R. FOSS, and they acknowledged the foregoing Amended Articles of Incorporation to be their act.

WITNESS my hand and Notarial S eal this 25th day of August, 1987.

/s/Donna L. Armiger

Donna L. Armiger

Notary Public

My Commission expires:

July 1, 1990

EX-99.1 CHARTER 6 artamd.htm

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

ARTICLES OF AMENDMENT

T. Rowe Price Science & Technology Fund, Inc., a Maryland corporation, having its principal office in the City of Baltimore, Maryland (hereinafter called the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland that:

FIRST: The Charter of the Corporation is hereby amended by deleting subparagraph (viii) "Certificates" of Paragraph E, Article SEVENTH thereof.

SECOND: The Board of Directors of the Corporation, on March 6, 1991, duly adopted a resolution in which was set forth the foregoing amendment of the Charter of the Corporation, declaring that said amendment as proposed was advisable and directing that it be submitted for action thereon by the shareholders of the Corporation at the annual meeting of shareholders to be held on April 18, 1991.

THIRD: Notice setting forth a summary of the change to be effected by said amendment of the Charter, and stating that a purpose of said meeting of shareholders would be to take action thereon, was given, as required by law, to all shareholders entitled to vote thereon.

FOURTH: The amendment of Article SEVENTH of the Charter as hereinabove set forth was approved by the shareholders of the Corporation at said meeting on April 18, 1991, by the affirmative vote of 4,736,889.093 shares of the 9,358,901.843 shares of common stock issued and outstanding, or 50.614% of the votes entitled to be cast thereon, which vote was sufficient to approve such amendment pursuant to the provisions of the Charter of the Corporation which require the approval of a majority of the votes entitled to be cast on any such amendment, notwithstanding any provision of the law requiring a greater proportion.

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FIFTH: The amendment of the Charter as hereinabove set forth has been duly advised by the Board of Directors and approved by the shareholders of the Corporation.

IN WITNESS WHEREOF, T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC. has caused these presents to be signed in its name and on its behalf by its Vice President, and its corporate seal to be hereunto affixed and attested by its Secretary, on May 1, 1991.

T. ROWE PRICE SCIENCE & TECHNOLOGY

FUND, INC.

By:/s/James S. Riepe

James S. Riepe, Vice President

ATTEST:

/s/Lenora V. Hornung

Lenora V. Hornung, Secretary

STATE OF MARYLAND)

) SS.:

COUNTY OF BALTIMORE)

I HEREBY CERTIFY that on May 1, 1991, before me the subscriber, a Notary Public of the State of Maryland, in and for the City of Baltimore, personally appeared James S. Riepe, Vice President of T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC., a Maryland corporation, and in the name and on behalf of said Corporation acknowledged the foregoing Articles of Amendment to be the corporate act of said Corporation; and at the same time made oath in due form of law that the matters and facts set forth in said Articles of Amendment with respect to the approval of the said amendments are true to the best of his knowledge, information and belief.

WITNESS my hand and notarial seal, the day and year last above written.

/s/Catherine L. Berkenkemper

Catherine L. Berkenkemper

Notary Public

My Commission expires:

October 1, 1991

jalAgmtsAmendArt.S&T

3

EX-99.13 OTH CONTRCT 7 custodianagmt.htm

Custodian Agreement

This Agreement is made as of January 28, 1998 by and between each entity set forth on Appendix A hereto (as such Appendix A may be amended from time to time) which executes a copy of this Agreement (each referre d to herein as the "Fund"), and State Street Bank and Trust Company, a Massachusetts trust company with its principal place of business at 225 Franklin Street, Boston, Massachusetts 02110 (the "Custodian").

Witnesseth:

Whereas, each Fund desires to retain the Custodian to act as custodian of certain of the assets of the Fund, and the Custodian is willing to provide such to each Fund, upon the terms and conditions hereinafter set forth; and

Whereas, except as otherwise set forth herein, this Agreement is intended to supersede that certain custodian contract among the parties hereto dated September 28, 1987, as amended; and

Whereas, the Funds have retained Chase Manhattan Bank, N.A. to act as the Funds` custodian with respect to the assets of each such Fund to be held outside of the United States of America (except as otherwise set forth in this Agreement) pursuant to a written custodian agreement (the "Foreign Custodian Agreement"),

Now, Therefore, in consideration of the mutual covenants and agreements hereinafter contained, each of the parties hereto agrees as follows:

Section 1.Employment of Custodian and Property to be Held by It.

Each Fund hereby employs the Custodian as the custodian of certain of its assets, including those securities it desires to be held within the United States of America ("domestic securities") and those securities it desires to be held outside the United States of America (the "United States") which are (i) not held on the Funds` behalf by Chase Manhattan Bank, N.A. pursuant to the Foreign Custodian Agreement and (ii) described with greater particularity in Section 3 hereof (such securities shall be referred to herein as "foreign securities"). Each Fund agrees to deliver to the Custodian all domestic securities, foreign securities and cash owned by it from time to time, and all payments of income, payments of principal or capital distributions received by it with respect to securities held by it hereunder, and the cash consideration received

by it for such new or treasury shares of capital stock of each Fund as may be issued or sold from time to time ("Shares"). The Custodian shall not be responsible for any property of any Fund held or received by such Fund (i) not delivered to the Custodian, or (ii) held in the custody of Chase Manhattan Bank N.A.

The Custodian is authorized to employ one or more sub-custodians located within the United States, provided that the Custodian shall have obtained the written acknowledgment of the Fund with respect to such employment. The Custodian is authorized to employ sub-custodians located outside the United States as noted on Schedule A attached hereto (as such Schedule A may be amended from time to time). The Custodian shall have no more or less responsibility or liability to any Fund on account of any actions or omissions of any sub-custodian so employed than any such sub-custodian has to the Custodian and shall not release any sub-custodian from any responsibility or liability unless so agreed in writing by the Custodian and the applicable Fund. With the exception of State Street Bank and Trust Company (London branch), the Custodian shall not be liable for losses arising from the bankruptcy, insolvency or receivership of any sub-custodian located outside the United States.

Section 2.Duties of the Custodian with Respect to Property of the Funds Held By the Custodian in the United States.

Section 2.1Holding Securities. The Custodian shall hold and physically segregate for the account of each Fund all non-cash property to be held by it in the United States, including all domestic securities owned by the Fund other than (a) securities which are maintained pursuant to Section 2.9 in a clearing agency which acts as a securities depository or in a book-entry system authorized by the United States Department of the Treasury and certain federal agencies (each, a "U.S. Securities System") and (b) commercial paper of an issuer for which the Custodian acts as issuing and paying agent ("Direct Paper") which is deposited and/or maintained in the Direct Paper system of the Custodian (the "Direct Paper System") pursuant to Section 2.10.

Section 2.2Delivery of Investments. The Custodian shall release and deliver domestic investments owned by a Fund held by the Custodian or in a U.S. Securities System account of the Custodian or in the Custodian`s Direct Paper System account ("Direct Paper System Account") only upon receipt of Proper Instructions, which may be continuing instructions when agreed to by the parties, and only in the following cases:

1)Upon sale of such investments for the account of the Fund and receipt of payment therefor;

2)Upon the receipt of payment in connection with any repurchase agreement related to such investments entered into by the Fund;

3)In the case of a sale effected through a U.S. Securities System, in accordance with the provisions of Section 2.9 hereof;

4)To the depository agent in connection with tender or other similar offers for portfolio investments of the Fund;

5)To the issuer thereof or its agent when such investments are called, redeemed, retired or otherwise become payable; provided that, in any such case, the cash or other consideration is to be delivered to the Custodian;

6)To the issuer thereof, or its agent, for transfer into the name of the Fund or into the name of any nominee or nominees of the Custodian or into the name or nominee name of any agent appointed pursuant to Section 2.8 or into the name or nominee name of any sub-custodian appointed pursuant to Section 1; or for exchange for a different number of bonds, certificates or other evidence representing the same aggregate face amount or number of units; provided that, in any such case, the new securities are to be delivered to the Custodian;

7)Upon the sale of such investments for the account of the Fund, to the broker or its clearing agent, against a receipt, for examination in accordance with usual "street delivery" custom; provided that in any such case the Custodian shall have no responsibility or liability for any loss arising from the delivery of such investments prior to receiving payment for such investments except as may arise from the Custodian`s own negligence or willful misconduct;

8)For exchange or conversion pursuant to any plan of merger, consolidation, recapitalization, reorganization or readjustment of the investments of

the issuer of such investments, or pursuant to provisions for conversion contained in such investments, or pursuant to any deposit agreement; provided that, in any such case, the new investments and cash, if any, are to be delivered to the Custodian;

9)In the case of warrants, rights or similar investments, the surrender thereof in the exercise of such warrants, rights or similar investments or the surrender of interim receipts or temporary investments for definitive investments; provided that, in any such case, the new investments and cash, if any, are to be delivered to the Custodian or against a receipt;

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10)For delivery in connection with any loans of investments made on behalf of the Fund, but only against receipt of adequate collateral as agreed upon from time to time by the Fund or its duly-appointed agent (which may be in the form of cash or obligations issued by the United States government, its agencies or instrumentalities, or such other property as the Fund may agree), except that in connection with any loans for which collateral is to be credited to the Custodian`s account in the book-entry system authorized by the U.S. Department of the Treasury, the Custodian will not be held liable or responsible for the delivery of investments owned by the Fund prior to the receipt of such collateral in the absence of the Custodi an`s negligence or willful misconduct;

11)For delivery as security in connection with any borrowing by the Fund requiring a pledge of assets by the Fund, but only against receipt of amounts borrowed, except where additional collateral is required to secure a borrowing alr eady made, subject to Proper Instructions, further securities may be released and delivered for that purpose;

12)For delivery in accordance with the provisions of any agreement among the Fund, the Custodian and a broker-dealer registered under the Securities Exchange Act of 1934 (the "Exchange Act") and a member of The National Association of Securities Dealers, Inc. ("NASD"), relating to compliance with the rules of The Options Clearing Corporation, the rules of any registered national securities exchange or of any similar

organization or organizations, or under the Investment Company Act of 1940, as amended from time to time (the "1940 Act"), regarding escrow or other arrangements in connection with transactions by the Fund;

13)For delivery in accordance with the provisions of any agreement among the Fund, the Custodian, and a Futures Commission Merchant registered under the Commodity Exchange Act, relating to compliance with the rules of the Commodity Futures Trading Commission and/or any Contract Market, or any similar organization or organizations, or under the 1940 Act, regarding account deposits in connection with transactions by the Fund;

14)Upon receipt of instructions from the transfer agent for the Fund (the "Transfer Agent"), for delivery to such Transfer Agent or to the holders of shares in connection with distributions in kind, as may be described from time to time in the Fund`s currently effective prospectus, statement of additional information or other offering documents (all, as amended, supplemented or revised from time to time, the "Prospectus"), in satisfaction of requests by holders of Shares for repurchase or redemption; and

15)For any other purpose, but only upon receipt of Proper Instructions specifying (a) the investments to be delivered, (b) setting forth the purpose for which such delivery is to be made, and (c) naming the person or persons to whom delivery of such investments shall be made.

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Section 2.3Registration of Investments. Domestic investments held by the Custodian (other than bearer securities) shall be registered in the name of the Fund or in the name of any nominee of the Fund or of any nominee of the Custodian which nominee shall be assigned exclusively to the Fund, unless the Fund has authorized in writing the appointment of a nominee to be used in common with other registered investment companies having the same investment adviser as the Fund, or in the name or nominee name of any agent appointed pursuant to Section 2.8 or in the name or nominee name of any sub-custodian appointed pursuant to Section 1. All securities accepted by the Custodian on behalf of the Fund under the terms of this Agreement shall be in good deliverable form. If, however, the Fund directs the Custodian to maintain securities in "street name", the Custodian shall utilize its best efforts only to timely collect

income due the Fund on such securities and to notify the Fund of relevant corporate actions including, without limitation, pendency of calls, maturities, tender or exchange offers.

Section 2.4Bank Accounts. The Custodian shall open and maintain a separate bank account or accounts in the United States in the name of the Fund, subject only to draft or order by the Custodian acting pursuant to the terms of this Agreement, and shall hold in such account or accounts, subject to the provisions hereof, all cash received by it from or for the account of the Fund, other than cash maintained by the Fund in a bank account established and used in accordance with Rule 17 f-3 under the 1940 Act. Monies held by the Custodian for the Fund may be deposited by the Custodian to its credit as custodian in the banking department of the Custodian or in such other banks or trust companies as it may in its discretion deem necessary or desirable in the performance of its duties hereunder; provided, however, that every such bank or trust company shall be qualified to act as a custodian under the 1940 Act, and that each such bank or trust company and the funds to be deposited with each such bank or trust company shall be approved by vote of a majority of the board of directors or the board of trustees of the applicable Fund (as appropriate and in each case, the "Board"). Such funds shall be deposited by the Custodian in its capacity as custodian and shall be withdrawable by the Custodian only in that capacity.

Section 2.5Collection of Income. Subject to the provisions of Section 2.3, the Custodian shall collect on a timely basis all income and other payments with respect to United States registered investments held hereunder to which the Fund shall be entitled either by law or pursuant to custom in the investments business, and shall collect on a timely basis all income and other payments with respect to United States bearer investments if, on the date of payment by the issuer, such investments are held by the Custodian or its agent thereof and shall credit such income, as collected, to the Fund`s custodian account. Without limiting the generality of the foregoing, the Custodian shall detach and present for payment all coupons and other income items requiring presentation as and when they become due, collect interest when due on investments held hereunder, and receive and collect all stock dividends, rights and other items of like nature as and when they become due and payable. With respect to income due the Fund on United States investments of the Fund loaned (pursuant to the provisions of Section 2.2 (10)) in accordance with a separate agreement between the Fund and the Custodian in its capacity as lending agent, collection thereof shall be in accordance with the terms of such agreement. Except as

otherwise set forth in the immediately preceding sentence, income due the Fund on United States investments of the Fund loaned pursuant to the provisions of Section 2.2 (10) shall be the responsibility of the Fund; the Custodian will have no duty or responsibility in connection therewith other than to provide the Fund with such information or data as may be necessary to assist the Fund in arranging for the timely delivery to the Custodian of the income to which the Fund is properly entitled.

Section 2.6Payment of Fund Monies. Upon receipt of Proper Instructions, which may be continuing instructions when agreed to by the parties, the Custodian shall, from mon ies of the Fund held by the Custodian, pay out such monies in the following cases only:

1)Upon the purchase of domestic investments, options, futures contracts or options on futures contracts for the account of the Fund but only (a) against the delivery of such investment s, or evidence of title to such options, futures contracts or options on futures contracts, to the Custodian (or any bank, banking firm or trust company doing business in the United States or abroad which is qualified under the 1940 Act to act as a custodian and has been designated by the Custodian as its agent for this purpose in accordance with Section 2.8) registered in the name of the Fund or in the name of a nominee of the Custodian referred to in Section 2.3 hereof or in proper form for transfer; (b) in the case of a purchase effected through a U.S. Securities System, in accordance with the conditions set forth in Section 2.9 hereof; (c) in the case of a purchase involving the Direct Paper System, in accordance with the conditions set forth in Section 2.10 hereof; or (d) for transfer to a time deposit account of the Fund in any bank, whether domestic or foreign, such transfer may be effected prior to receipt of a confirmation from a broker and/or the applicable bank pursuant to Proper Instructions;

2)In connection with conversion, exchange or surrender of investments owned by the Fund as set forth in Section 2.2 hereof;

3)For the redemption or repurchase of Shares as set forth in Section 4 hereof;

4)For the payment of any expense or liability incurred by the Fund, including but not limited to the following payments for the account of the Fund: interest, taxes, management fees, accounting fees, transfer agent fees, legal fees, and operating expenses of the Fund (whether or not such expenses are to be in whole or part < /font>capitalized or treated as deferred expenses);

5)For the payment of any dividends declared by the Board;

6)For payment of the amount of dividends received in respect of investments sold short;

7)For repayment of a loan upon redelivery of pledged securities and upon surrender of the note(s), if any, evidencing the loan; or

8)In connection with any repurchase agreement entered into by the Fund with respect to which the collateral is held by the Custodian, the Custodian shall act as the Fund`s "securities intermediary"( as that term is defined in Part 5 of Article 8 of the Massachusetts Uniform Commercial Code, as amended), and, as securities intermediary, the Custodian shall take the following steps on behalf of the Fund: (a) provide the Fund with notification of the receipt of the purchased securities, and (b), by book-entry identify on the books of the Custodian as belonging to the Fund uncertificated securities registered in the name of the Fund and held in the Custodian`s account at the Federal Reserve B ank. In connection with any repurchase agreement entered into by the Fund with respect to which the collateral is not held by the Custodian, the Custodian shall (a) provide the Fund with such notification as it may receive with respect to such collateral, and (b), by book-entry or otherwise, identify as belonging to the Fund securities as shown in the Custodian`s account on the books of the entity appointed by the Fund to hold such collateral.

9)For any other purpose, but only upon receipt of Proper Instructions specifying (a) the amount of such payment, (b) setting forth the purpose for which such payment is to be made, and (c) naming the person or persons to whom such pay ment is to be made.

Section 2.7Liability for Payment in Advance of Receipt of Securities Purchased. In any and every case where payment for purchase of domestic securities for the account of the Fund is made by the Custodian in advance of re ceipt of thesecurities purchased in the absence of specific written instructions from the Fund to so pay in advance, the Custodian shall be absolutely liable to the Fund for such securities to the same extent as if the securities had been received by the Custodian.

Section 2.8Appointment of Agents. The Custodian may at any time or times in its discretion appoint (and may at any time remove) any other bank or trust company, which is itself qualified under the 1940 Act to act as a custodian, as its agent to carry out such of the provisions of this Section 2 as the Custodian may from time to time direct; provided, however, that the appointment of any such agent shall not relieve the Custodian of its responsibilities or liabilities hereunder.

Section 2.9Deposit of Investments in U.S. Securities Systems. The Custodian may deposit and/or maintain domestic investments own ed by the Fund in a U.S. Securities System in accordance with applicable Federal Reserve Board and United States Securities and Exchange Commission ("SEC") rules and regulations, if any, subject to the following provisions:

1)The Custodian may keep domestic investments of the Fund in a U.S. Securities System provided that such investments are represented in an account of the Custodian in the U.S. Securities System ("Account") which shall not include any assets of the Custodian other than assets held as a fiduciary, custodian or otherwise for customers;

2)The records of the Custodian with respect to domestic investments of the Fund which are maintained in a U.S. Securities System shall identify by book-entry those investments belonging to the Fund;

3)The Custodian shall pay for domestic investments purchased for the account of the Fund upon (i) receipt of advice from the U.S. Securities System that such investments have been transferred to the Account, and (ii) the making of an entry on the records of the Custodian to reflect such payment and transfer for the ac count of the Fund. The Custodian shall transfer

domestic investments sold for the account of the Fund upon (i) receipt of advice from the U.S. Securities System that payment for such investments has been transferred to the Account, and (ii) the making of an entry on the records of the Custodian to reflect such transfer and payment for the account of the Fund. Copies of all advices from the U.S. Securities System of transfers of domestic i nvestments for the account of the Fund shall identify the Fund, be maintained for the Fund by the Custodian and be provided to the Fund at its request. Upon request, the Custodian shall furnish the Fund confirmation of each transfer to or from the account of the Fund in the form of a written advice or notice and shall furnish to the Fund copies of daily transaction sheets reflecting each day`s transactions in the U.S. Securities System for the account of the Fund;

4)The Custodian shall provide the Fund with any report obtained by the Custodian on the U.S. Securities System`s accounting system, internal accounting control and procedures for safeguarding domestic investments d eposited in the U.S. Securities System;

5)The Custodian shall have received from the Fund the initial or annual certificate, as the case may be, described in Section 10 hereof; and

6)Anything to the contrary in this Agreement notwithstanding, the Custodian shall be liable to the Fund for any loss or damage to the Fund resulting from use of the U.S. Securities System by reason of any negligence, misfeasance or misconduct of the Custodian or any of its agents or of any of its or their employees, or from failure of the Custodian or any such agent to enforce effectively such rights as it may have against the U.S. Securities System. At the election of the Fund, the Fund shall be entitled to be subrogated to the rights of the Custodian with respect to any claim against the U.S. Securities System or any other person which the Custodian may have as a consequence of any such loss, expense or damage if and to the extent that the Fund has not been made whole for any such loss, expense or damage.

Section 2.10Fund Assets Held in the Direct Paper System. The Custodian may deposit and/or maintain investments owned by the Fund in the Direct Paper System subject to the following provisions:

1)No transaction relating to investments in the Direct Paper System will be effected in the absence of Proper Instructions;

2)The Custodian may keep investments of the Fund in the Direct Paper System only if such investments are represented in the Direct Paper System Account, which account shall not include any assets of the Custodian other than assets held as a fiduciary, custodian or otherwise for customers;

3)The records of the Custodian with respect to investments of the Fund which are maintained in the Direct Paper System shall identify by book-entry those investments belonging to the Fund;

4)The Custodian shall pay for investments purchased for the account of the Fund upon the making of an entry on the records of the Custodian to reflect such payment and transfer of investments to the account of the Fund. The Custodian shall transfer investments sold for the account of the Fund upon the making of an entry on the records of the Custodian to reflect such transfer and receipt of payment for the account of the Fund;

5)The Custodian shall furnish the Fund confirmation of each transfer to or from the account of the Fund, in the form of a written advice or notice, of Direct Paper on the next business day following such transfer and shall furnish to the Fund copies of daily transaction sheets reflecting each day`s transaction in the Direct Paper System for the account of the Fund; and

6)The Custodian shall provide the Fund with any report on its system of internal accounting control as the Fund may reasonably request from time to time.

Section 2.11Segregated Account. The Custodian shall, upon receipt of Proper Instructions, establish and maintain a segregated account or accounts for and on behalf of the Fund, into which account or accounts may be transferred cash and/or investments, including investments maintained in an account by the Custodian pursuant to

Section 2.10 hereof, (i) in accordance with the provisions of any agreement among the Fund, the Custodian and a broker-dealer registered under the Exchange Act and a member of the NASD (or any futures commission merchant registered under the Commodity Exchange Act), relating to compliance with the rules of The Options Clearing Corporation and of any registered national securities exchange (or the Commodity Futures Trading Commission or any registered contract market), or of any similar organization or organizations, regarding escrow or other arrangements in connection with transactions by the Fund, (ii) for purposes of segregating cash or government investments in connection with options purchased, sold or written by the Fund or commodity futures contracts or options thereon purchased or sold by the Fund, (iii) for the purposes of compliance by the Fund with the procedures required by 1940 Act Release No. 10666, or any other pro cedures subsequently required under the 1940 Act relating to the maintenance of segregated accounts by registered investment companies, and (iv) for other purposes, but only, in the case of clause (iv) upon receipt of Proper Instructions specifying (a) the investments to be delivered, (b) setting forth the purpose for which such delivery is to be made, and (c) naming the person or persons to whom delivery of such investments shall be made.

Section 2.12Ownership Certificates for Tax Purposes. The Custodian shall execute ownership and other certificates and affidavits for all United States federal and state tax purposes in connection with receipt of income or other payments with respect to domestic investments of the Fund held by it hereunder and in connection with transfers of such investments.

Section 2.13Proxies. The Custodian shall, with respect to the domestic investments held hereunder, cause to be promptly executed by the registered h older of such investments, if the investments are registered otherwise than in the name of the Fund or a nominee of the Fund, all proxies without indication of the manner in which such proxies are to be voted, and shall promptly deliver to the Fund such proxies, all proxy soliciting materials received by the Custodian and all notices received relating to such investments.

Section 2.14Communications Relating to Fund Investments. Subject to the provisions of Section 2.3, the Custodian shall transmit promptly to the Fund all written information (including, without limitation, pendency of calls and maturities of domestic investments and expirations of rights in connection therewith and notices of exercise of call and put options written by the Fund and the maturity of futures contracts purchased or sold by the Fund) received by the Custodian in connection with the domestic investments being held

for the Fund pursuant to this Agreement. With respect to tender or exchange offers, the Custodian shall transmit to the Fund all written information received by the Custodian, any agent appointed pursuant to Section 2.8 hereof, or any sub-custodian appointed pursuant to Section 1 hereof, from issuers of the domestic investments whose tender or exchange is sought and from the party (or his agents) making the tender or exchange offer. If the Fund desires to take action with respect to any tender offer, exchange offer or any other similar transaction, the Fund shall notify the Custodian at least two (2) New York Stock Exchange business days prior to the time such action must be taken under the terms of the tender, exchange offer or other similar transaction, and it will be the responsibility of the Custodian to timely transmit to the appropriate person(s) such notice. Where the Fund provides the Custodian with less than two (2) New York Stock Exchange business days notice of its desired action, the Custodian shall use its best efforts to timely transmit the Fund`s notice to the appropriate person. It is expressly noted that the parties may agree to alternative procedures with respect to such two (2) New York Stock Exchange business days notice period on a selective and individual basis.

Section 2.15Reports to Fund by Independent Public Accountants. The Custodian shall provide the Fund, at such times as the Fund may reasonably require, with reports by independent public accountants on the accounting system, internal accounting control and procedures for safeguarding investments, futures contracts and options on futures contracts, including domestic investments deposited and/or maintained in a U.S. Securities System, relating to the services provided by the Custodian under this Agreement. Such reports shall be of sufficient scope and detail, as may reasonably be required by the Fund, to provide reasonable assurance that any material inadequacies would be disclosed by such examination, and if there are no such inadequacies the reports shall so state.

Section 3.Duties of the Custodian with Respect to Certain Property of the Funds Held Outside of the United States

Section3.1Definitions. The following capitalized terms shall have the respective following meanings:

"Foreign Securities System" means a clearing agency or a securities depository listed on Schedule A hereto.

"Foreign Sub-Custodian" means a foreign banking institution set forth on Schedule A hereto.

Section3.2Holding Securities. The Custodian shall identify on its books as belonging to the Funds the foreign securities held by each Foreign Sub-Custodian or Foreign Securities System. The Custodian may hold foreign securities for all of its customers, including the Funds, with any Foreign Sub-Custodian in an account that is identified as belonging to the Custodian for the benefit of its customers, provided however, that (i) the records of the Custodian with respect to foreign securities of the Funds which are maintained in such account shall identify those securities as belonging to the Funds and (ii) the Custodian shall require that securities so held by the Foreign Sub-Cus todian be held separately from any assets of such Foreign Sub-Custodian or of other customers of such Foreign Sub-Custodian.

Section 3.3Foreign Securities Systems. Foreign securities shall be maintained in a Foreign Securities System in a designated country only through arrangements implemented by the Foreign Sub-Custodian in such country pursuant to the terms of this Agreement.

Section3.4Transactions in Foreign Custody Account.

3.4.1.Delivery of Foreign Securities.The Custodian or a Foreign Sub-Custodian shall release and deliver foreign securities of the Funds held by such Foreign Sub-Custodian, or in a Foreign Securities System account, only upon rec eipt of Proper Instructions, which may be continuing instructions when deemed appropriate by the parties, and only in the following cases:

(i)upon the sale of such foreign securities for the Funds in accordance with reasonable market practice in the country where such for eign securities are held or traded, including, without limitation: (A) delivery against expectation of receiving later payment; or (B) in the case of a sale effected through a Foreign Securities System in accordance with the rules governing the operation of the Foreign Securities System;

(ii)in connection with any repurchase agreement related to foreign securities;

(iii)to the depository agent in connection with tender or other similar offers for foreign securities of the Funds;

(iv)to the issuer thereof or its agent when such foreign securities are called, redeemed, retired or otherwise become payable;

(v)to the issuer thereof, or its agent, for transfer into the name of the Custodian (or the name of the respective Foreign Sub-Custodian or of any nominee of the Custodian or such Foreign Sub-Custodian) or for exchange for a different number of bonds, certificates or other evidence representing the same aggregate face amount or number of units;

(vi)to brokers, clearing banks or other clearing agents for examination or trade execution in accordance with market custom; provided that in any such case the Foreign Sub-Custodian shall have no responsibility or liability for any loss arising from the delivery of such securities prior to receiving payment for such securities except as may arise from the Foreign Sub-Custodian`s own negligence or willful misconduct;

(vii)for exchange or conversion pursuant to any plan of merger, consolidation, recapitalization, reorganization or readjustment of the securities of the issuer of such securities, or pursuant to provisions for conversion contained in such securities, or pursuant to any deposit agreement;

(viii)in the case of warrants, rights or similar foreign securities, the surrender thereof in the exercise of such warrants, rights or similar securities or the surrender of interim receipts or temporary securities for definitive securities;

(ix)or delivery as security in connection with any borrowing by the Funds requiring a pledge of assets by the Funds;

(x)in connection with trading in options and futures contracts, including delivery as original margin and variation margin;

(xi)in connection with the lending of foreign securities; and

(xii)for any other proper purpose, but only upon receipt of Proper Instructions specifying the foreign securities to be delivered, setting forth the purpose for which such delivery is to be made, declaring such purpose to be a proper Fund purpose, and naming the person or persons to whom delivery of such securities shall be < /font>made.

3.4.2.Payment of Fund Monies.Upon receipt of Proper Instructions, which may be continuing instructions when deemed appropriate by the parties, the Custodian shall pay out, or direct the respective Foreign Sub-Custodian or the respective Foreign Securities System to pay out, monies of a Fund in the following cases only:

(i)upon the purchase of foreign securities for the Fund, unless otherwise direct ed by Proper Instructions, by (A) delivering money to the seller thereof or to a dealer therefor (or an agent for such seller or dealer) against expectation of receiving later delivery of such foreign securities; or (B) in the case of a purchase effected through a Foreign Securities System, in accordance with the rules governing the operation of such Foreign Securities System;

(ii)in connection with the conversion, exchange or surrender of foreign securities of the Fund;

(iii)for the payment of any expense or liability of the Fund, including but not limited to the following payments: interest, taxes, investment advisory fees, transfer agency fees, fees under this Agreement, legal fees, accounting fees, and other operating expenses;

(iv)for the purchase or sale of foreign exchange or foreign exchange contracts for the Fund, including transactions executed with or through the Custodian or its Foreign Sub-Custodians;

(v)in connection with trading in options and futures contracts, including delivery as original margin and variation margin;

(vii)in connection with the borrowing or lending of foreign securities; and

(viii)for any other proper Fund purpose, but only upon receipt of Proper Instructions specifying the amount of such payment, setting forth the purpose for which such payment is to be made, declaring such purpose to be a proper Fund purpose, and naming the person or persons to whom such payment is to be made.

3.4.3.Market Conditions. Notwithstanding any provision of this Agreement to the contrary, settlement and payment for foreign securities received for the account of the Funds and delivery of foreign securities maintained for the account of the Funds may be effected in accordance with the customary established securities trading or processing practices and procedures in the country or market in which the transaction occurs, including, without limitation, delivering foreign securities to the purchaser thereof or to a dealer therefor (or an agent for such purchaser or dealer) with the expectation of receiving later payment for such foreign securities from such purchaser or dealer.

Section3.5 Registration of Foreign Securities. The foreign securities maintained in the custody of a Foreign Custodian (other than bearer securities) shall be registered in the name of the applicable Fund or in the name of the Custodian or in the name of any Foreign Sub-Custodian or in the name of any nominee of the foregoing, and the Fund agrees to hold any such nominee harmless from any liability as a holder of record of such foreign securities. The Custodian or a Foreign Sub-Custodian shall not be obligated to accept securities on behalf of a Fund under the terms of this Agreement unless the form of such securities and the manner in which they are delivered are in accordance with reasonable market practice.

Section3.6Bank Accounts.A bank account or bank accounts opened and maintained outside the United States on behalf of a Fund with a Foreign Sub-Custodian shall be subject only to draft or order by the Custodian or such Foreign Sub-Custodian, acting pursuant to the terms of this Agreement to hold cash received by or from or for the account of the Fund.

Section3.7Collection of Income. The Custodian shall use reasonable commercial efforts to collect all income and other payments with respect to the foreign securities held hereunder to which the Funds shall be entitled and shall credit such income, as collected, to the applicable Fund. In the event that extraordinary measures are required to collect such income, the Fund and the Custodian shall consult as to such measures and as to the

compensation and expenses of the Custodian relating to such measures.

Section3.8Proxies. With respect to the fo reign securities held under this Section 3, the Custodian will use reasonable commercial efforts to facilitate the exercise of voting and other shareholder proxy rights, subject always to the laws, regulations and practical constraints that may exist in the country where such securities are issued. The Fund acknowledges that local conditions, including lack of regulation, onerous procedural obligations, lack of notice and other factors may have the effect of severely limiting the ability of the Fund to exercise shareholder rights.

Section3.9Communications Relating to Foreign Securities. The Custodian shall transmit promptly to the Fund written information (includin g, without limitation, pendency of calls and maturities of foreign securities and expirations of rights in connection therewith) received by the Custodian in connection with the foreign securities being held for the account of the Fund. With respect to tender or exchange offers, the Custodian shall transmit promptly to the Fund written information so received by the Custodian in connection with the foreign securities whose tender or exchange is sought or from the party (or its agents) making the tender or exchange offer.

Section 3.10Liability of Foreign Sub-Custodians and Foreign Securities Systems. Each agreement pursuant to which the Custodian employs as a Foreign Sub-Custodian shall, to the extent possible, require the Foreign Sub-Custo dian to exercise reasonable care in the performance of its duties and, to the extent possible, to indemnify, and hold harmless, the Custodian from and against any loss, damage, cost, expense, liability or claim arising out of or in connection with the Foreign Sub-Custodian`s performance of such obligations. At the Fund`s election, the Funds shall be entitled to be subrogatedto the rights of the Custodian with respect to any claims against a Foreign Sub-Custodian as a consequence of any such loss, damage, cost, expense, liability or claim if and to the extent that the Funds have not been made whole for any such loss, damage, cost, expense, liability or claim.

Section3.11Tax Law. The Custodian shall have no responsibility or liability for any obligations now or hereafter imposed on the Fund or the Custodian as custodian of the Funds by the tax law of the United States or of any state or political subdivision thereof. It shall be the responsibility of the Fund to notify the Custodian of the obligations imposed on the Fund or

the Custodian as custodian of the Funds by the tax law of countries set forth on Schedule A hereto, including responsibility for withholding and other taxes, assessments or other governmental charges, certifications and governmental reporting. The sole responsibility of the Custodian with regard to such tax law shall be to use reasonable efforts to assist the Fund with respect to any claim for exemption or refund under the tax law of countries for which the Fund has provided such information.

Section 4.Payments for Repurchases or Redemptions and Sales of Shares.

From such funds as may be available for the purpose, the Custodian shall, upon receipt of instructions from the Transfer Agent, make funds available for payment to holders of Shares which have delivered to the Transfer Agent a request for redemption or repurchase of their Shares. In connection with the redemption or repurchase of Shares, the Custodian is authorized upon receipt of, and in accordance with, instructions from the Transfer Agent to wire funds to or th rough a commercial bank designated by the redeeming shareholders. In connection with the redemption or repurchase of Shares, the Custodian shall honor checks drawn on the Custodian by a holder of Shares, which checks have been furnished by the Fund to the holder of Shares, when presented to the Custodian in accordance with such written procedures and controls as may be mutually agreed upon from time to time between the Fund and the Custodian.

The Custodian shall receive from the distributor for the Shares or from the Transfer Agent and deposit to the account of the Fund such payments as are received by the distributor or the Transfer Agent, as the case may be, for Shares issued or sold from time to time. The Custodian will notify the Fund and the Transfer Agent of any payments for Shares received by it from time to time.

Section 5.Duties of Custodian with Respect to the Books of Account and Calculation of Net Asset Value and Net Income.

The Custodian shall cooperate with and supply necessary information to the entity or entities appointed by the Board to keep the books of account of the Fund and/or compute the net asset value per Share of the outstanding Shares or, if directed in writing to do so by the Fund, shall itself keep such books of account and/or compute such net asset value per Share. If so directed, the Custodian shall also (i) calculate daily the net income of the Fund

as described in the Prospectus and shall advise the Fund and the Transfer Agent daily of the total amounts of such net income, and/or (ii) advise the Transfer Agent periodically of the division of such net income among its various components. The calculations of the net asset value per share and the daily income of the Fund shall be made at the time or times described from time to time in the Prospectus.

Section 6.Proper Instructions.

"Proper Instructions," as such term is used throughout this Agreement, means either (i) a writing, including a facsimile transmission, signed by one or more persons as set forth on, and in accordance with, an "Authorized Persons List," as such term is defined herein (each such instruction a "Written Proper Instruction"), (ii) a "Client Originated Electronic Financial Instruction," as such term is defined in the Data Access Services Addendum hereto, given in accordance with the terms of such Addendum, or (iii) instructions received by the Custodian from a third party in accordance with any three-party agreement which requires a segregated asset account in accordance with Section 2.11.

Each Written Proper Instruction shall set forth a brief description of the type of transaction involved (choosing from among the types of transactions set forth on the Authorized Persons List), including a specific statement of the purpose for which such action is requested, and an y modification to a Written Proper Instruction must itself be a Written Proper Instruction and subject to all the provisions herein relating to Written Proper Instructions. The Fund will provide the Custodian with an "Authorized Persons List," which list shall set forth (a) the names of the individuals (each an "Authorized Person") who are authorized by the Board to give Written Proper Instructions with respect to the transactions described therein, and (b) the number of Authorized Persons whose signature or approval, as the case may be, is necessary for the Custodian to be able to act in accordance with such Written Proper Instructions with respect to a particular type of transaction. The Custodian may accept oral instructions or instructions delivered via electronic mail as Proper Instructions if the Custodian reasonably believes such instructions to have been given by an Authorized Person or Persons (as appropriate to the type of transaction); provided, however, that in no event will instructions delivered orally or via electronic mail be considered Proper Instructions with respect to transactions involving the movement of cash, securities or other assets of a Fund. The Custodian shall be entitled to rely upon instructions given in accordance with an

Authorized Persons List until it actually receives written notice from the Board of the applicable Fund to the contrary.

Section 7.Evidence of Authority.

Subject to Section 9 hereof, the Custodian shall be protected in acting upon any instructions, notice, request, consent, certificate or other instrument or paper reasonably and in good faith believed by it to be genuine and to have been properly executed by or on behalf of the Fund. The Custodian may receive and accept a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, as conclusive evidence (a) of the authority of any person to act in accordance with such vote or (b) of any determination or of any action by the Board described in such vote, and such vote may be considered as in full force and effect until receipt by the Custodian of written notice to the contrary.

Section 8.Actions Permitted without Express Authority.

The Custodian may in its discretion and without express authority from the Fund:

1)make payments to itself or others for minor expenses of handling investments or other similar items relating to its duties under this Agreement, provided that all such payments shall be accounted for to the Fund;

2)surrender investments in temporary form for investments in definitive form;

3)endorse for collection, in the name of the Fund, checks, drafts and other negotiable instruments; and

4)in general, attend to all non-discretionary details in connection with the sale, exchange, substitution, purchase, transfer and other dealings with the investments and property of the Fund except as otherwise directed by the Board.

Section 9.Responsibility of Custodian.

The Custodian shall not be responsible for the title, validity or genuineness of any property or evidence of title thereto received by it or delivere d by it pursuant to this Agreement and shall be held harmless in acting upon any notice, request, consent, certificate or other instrument reasonably believed by it to be genuine and to be signed by the proper party or parties, including any futures commission merchant acting pursuant to the terms of a three-party futures or options agreement. Notwithstanding anything to the contrary herein, the Custodian shall be held to the exercise of reasonable care in carrying out the provisions of this Agreement, and it shall be kept indemnified by and shall be without liability to the Fund for any action taken or omitted by it in good faith without negligence. In order for the indemnification provision contained in this Section to apply, it is understood that if in any case the Fund may be asked by the Custodian to indemnify or hold the Custodian harmless, the Fund shall be fully and promptly advised of all pertinent facts concerning the situation in question, and it is further understood that the Custodian will use re asonable care to identify, and notify the Fund promptly concerning, any situation which presents or appears likely to present the probability of such a claim for indemnification. The Fund shall have the option to defend the Custodian against any claim which may be the subject of a claim for indemnification hereunder, and in the event that the Fund so elects, it will notify the Custodian thereof and, thereupon, (i) the Fund shall take over complete defense of the claim and ( ii) the Custodian shall initiate no further legal or other expenses with respect to such claim. The Custodian shall in no case confess any claim or make any compromise with respect to any claim for which it will seek indemnity from the Fund except with the Fund's prior written consent. Nothing herein shall be construed to limit any right or cause of action on the part of the Custodian under this Agreement which is independent of any right or cause of action on the part of the Fund. The Custodian shall be entitled to rely on and may act upon advice of counsel (who may be counsel for the Fund or other such counsel as agreed to by the parties) on all matters, and shall be without liability for any action reasonably taken or omitted pursuant to such advice. The Custodian shall be entitled to rely upon, and shall have no duty of inquiry with respect to, the accuracy of any representation or warranty given to it by the Fund or any duly-authorized employee or agent thereof, and shall be without liability for any ac tion reasonably taken or omitted by it in reliance thereon. Regardless of whether assets held pursuant to this Agreement are maintained in the custody of a foreign banking institution, a foreign securities

depository, or a branch or affiliate of a U.S. bank, the Custodian shall not be liable for any loss, damage, cost, expense, liability or claim resulting from, or caused by, the direction of or authorization by the Fund to maintain custody of any securities or cash or other property of the Fund in a foreign country including, but not limited to, losses resulting from the nationalization or expropriation of assets, the imposition of currency controls or restrictions, acts of war or terrorism or civil unrest, riots, revolutions, work stoppages, natural disasters or other similar events or acts.

Except as may arise from the Custodian`s own negligence or willful misconduct or the negligence or willful misconduct of a sub-custodian or agent, the Custodian shall be without liability to the Fund for any loss, liability, claim or expense resulting from or caused by: (i) events or circumstances beyond the reasonable control of the Custodian or any sub-custodian or Securities System or any agent or nominee of any of the foregoing, including, without limitation, the interruption, suspension or restriction of trading on or the closure of any securities market, power or other mechanical or technological failures or interruptions, computer viruses or communications disruptions ; (ii) errors by the Fund or its duly-appointed investment advisor in their instructions to the Custodian provided such instructions have been given in accordance with this Agreement; (iii) the insolvency of or acts or omissions by a Securities System; (iv) any delay or failure of any broker, agent or intermediary, central bank or other commercially prevalent payment or clearing system to deliver to the Custodian`s sub-custodian or agent securities purchased or in the remittance or payment made in connection with securities sold; (v) any delay or failure of any company, corporation or other body in charge of registering or transferring securities in the name of the Custodian, the Fund, the Custodian`s sub-custodians, nominees or agents, or any consequential losses arising out of such delay or failure to transfer such securities, including non-receipt of bonus, dividends and rights and other accretions or benefits; (vi) delays or inability to perform its duties due to any disorder in market infrastructure with respect to any particular security or Securities System; and (vii) changes to any provision of any present or future law or regulation or order of the United States, or any state thereof, or of any other country or political subdivision thereof, or any order of any court of competent jurisdiction.

The Custodian shall be liable for the acts or omissions of a foreign banking institution acting as a sub-custodian hereunder to the same extent as set forth with respect to sub-custodians generally in this Agreement.

If the Fund requires the Custodian to take any action with respect to investments, which action involves the payment of money or which action may, in the reasonable opinion of the Custodian, result in the Custodian or its nominee assigned to the Fund being liable for the payment of money or incurring liability of some other form, the Fund, as a prerequisite to requiring the Custodian to take such action, shall provide indemnity to the Custodian in an amount and form satisfactory to it.

If the Custodian, or any of its affiliates, subsidiaries or agents, advances cash or investments to the Fund for any purpose (including but not limited to securities settlements, foreign exchange contracts an d assumed settlement), or in the event that the Custodian or its nominee shall incur or be assessed any taxes, charges, expenses, assessments, claims or liabilities in connection with the performance of this Agreement, except such as may arise from its or its nominee`s own negligent action, negligent failure to act or willful misconduct, any property at any time held for the account of the Fund shall be security therefor, and should the Fund fail to repay the Custodian promptly the Custodian shall be entitled to utilize available cash and to dispose of the Fund assets to the extent necessary to obtain reimbursement, provided that the Custodian gives the Fund reasonable notice to repay such cash or securities advanced, and provided further that such notice requirement shall not preclude the Custodian`s right to assert and execute on such lien.

Except as may arise from the Custodian`s own negligence or willful misconduct, or the negligence or willful misconduct of a subcustodian or agent appointed by the Custodian, the Fund agrees to indemnify and hold the Custodian harmless from and against any and all costs, expenses, losses, damages, charges, reasonable counsel fees, payments and liabilities which may be asserted against the Custodian (i) acting in accordance with any Proper Instruction, or (ii) for any acts or omissions of Chase Manhattan Bank N.A.

Notwithstanding any provision herein to the contrary, to the extent the Custodian is found to be liable hereunder for any loss, liability, claim, expense or damage, the Custodian shall be liable only for such loss, liability, claim, expense or damage which was reas onably foreseeable.

Section 10.Effective Period, Termination and Amendment.

This Agreement shall become effective as of the date of its execution, shall continue in full force and effect until terminated as h ereinafter provided, may be amended at any time by mutual agreement of the parties hereto, and may be terminated by either party by an instrument in writing delivered or mailed, postage prepaid to the other party, such termination to take effect not sooner than thirty (30) days after the date of such delivery or mailing in the case of a termination by the Fund, and not sooner than one hundred eighty (180) days after the date of such delivery or mailing in the case of termination by the Custodian; provided, however that the Custodian shall not act under Section 2.9 hereof in the absence of receipt of an initial certificate of a Fund`s secretary, or an assistant secretary thereof, that the Board has approved the initial use of a particular U.S. Securities System, as required by the 1940 Act or any applicable Rule thereunder, and that the Custodian shall not act under Section 2.10 hereof in the absence of receipt of an initial certificate of a Fund`s secretary, or an assistant secretary thereof, that the Board has approved the initial use of the Direct Paper System; provided further, however, that the Fund shall not amend or terminate this Agreement in contravention of any applicable federal or state regulations, or any provision of the Fund`s articles of incorporation, agreement of trust, by-laws and/or registration statement (as applicable, the "Governing Documents"); and further provided that the Fund may at any time by action of its Board (i) substitute another bank or tru st company for the Custodian by giving notice as described above to the Custodian, or (ii) immediately terminate this Agreement in the event of the appointment of a conservator or receiver for the Custodian by the United States Comptroller of the Currency or upon the happening of a like event at the direction of an appropriate regulatory agency or court of competent jurisdiction.

Upon termination of the Agreement, the Fund shall pay to the Custodian such compensation as may be due as of the date of such termination and shall likewise reimburse the Custodian for its reasonable costs, expenses and disbursements, provided that the Custodian shall not incur any costs, expenses or disbursements specifically in connection with such termination unless it has received prior approval from the Fund, such approval not to be unreasonably withheld.

Section 11.Successor Custodian.

If a successor custodian shall be appointed by the Board, the Custodian shall, upon termination, deliver to such successor custodian at the offices of the C ustodian, duly endorsed and in the form for transfer, all investments and other properties then held by it hereunder, and shall transfer to an account of the successor custodian all of the Fund`s investments held in a Securities System. If no such successor custodian shall be appointed, the Custodian shall, in like manner, upon receipt of a copy of a vote of the Board, certified by the secretary or an assistant secretary of the applicable Fund, deliver at the offices of the Custodian and transfer such investments, funds and other properties in accordance with such vote. In the event that no written order designating a successor custodian or certified copy of a vote of the Board shall have been delivered to the Custodian on or before the date when such termination shall become effective, then the Custodian shall have the right to deliver to a bank or trust company, which is a "bank" as defined in the 1940 Act, doing business in Boston, Massachusetts, or New York, New York, of its own selection and having an aggregate capital, surplus, and undivided profits, as shown by its last published report, of not less than $100,000,000, all property held by the Custodian under this Agreement and to transfer to an account of such successor custodian all of the Fund`s investments held in any Securities System; thereafter, such bank or trust company shall be the successor of the Custodian under this Agreement.

In the event that any property held pursuant to this Agreement remains in the possession of the Custodian after the date of termination hereof owing to failure of the Fund to procure the certified copy of the vote referred to or of the Board to appoint a successor custodian, the Custodian shall be entitled to fair compensation for its services during such period as the Custodian retains possession of such property, and t he provisions of this Agreement relating to the duties and obligations of the Custodian shall remain in full force and effect.

Section 12.General.

Section 12.1Compensation of Custodian. The Custodian shall be entitled to compensation for its services and reimbursement of its expenses as Custodian as agreed upon from time to time between the Fund and the Custodian.

Section 12.2Massachusetts Law to Apply. This Agreement shall be construed and the provisions thereof interpreted under and in accordance with laws of The Commonwealth of Massachusetts.

Section 12.3Records. The Custodian shall create and maintain all records relating to its activities and obligations under this Agreement in such manner as will meet the obligations of the Fund under the 1940 Act, with particular attention to Section 31 thereof and Rules 31a-1 and 31a-2 thereunder. All such records shall be the property of th e Fund and shall at all times during the regular business hours of the Custodian be open for inspection by duly authorized officers, employees or agents of the Fund and employees and agents of the SEC. The Custodian shall, at the Fund`s request, supply the Fund with a tabulation of investments owned by the Fund and held by the Custodian hereunder, and shall, when requested to do so by an officer of the Fund, and for such compensation as shall be agreed upon between the Fund and the Custodian, include certificate numbers in such tabulations.

Section 12.4Opinion of Fund`s Independent Accountant. The Custodian shall take all reasonable action as the Fund may from time to time request to obtain from year to year favorable opinions from the Fund`s independent accountants with respect to its activities hereunder in connection with the preparation of the Fund`s Form N-1A, the preparation of the Fund`s Form N-SAR, the preparation of any other annual reports to the SEC with respect to the Fund, and with respect to any other requirements of the SEC.

Section 12.5Interpretive and Additional Provisions. In connection with the operation of this Agreement, the Custodian and the Fund may from time to time agree on such provisions interpretive of or in addition to the provisions of this Agreement as may in their joint opinion be consistent with the general tenor of this Agreement. Any such interpretive or additional provisions shall be in a writing signed by both parties and shall be annexed hereto, provided that no such interpretive or additional provisions shall contravene any applicable federal or state regulations or any provision of the Governing Documents. No interpretive or additional provisions made as provided in the preceding sentence shall be deemed to be an amendment of this Agreement.

Section 12.6Bond. The Custodian shall at all times maintain a bond in such form and amount as is acceptable to the Fund, whichshall be issued by a reputable fidelity insurance company authorized to do business in the place where such bond is issued, against larceny and embezzlement, covering each officer and employee of

the Custodian who may, singly or jointly with others, have access to securities or funds of the Fund, either directly or through authority to receive and carry out any certificate instruction, order request, note or other instrument required or permitted by this Agreement. The Custodian agrees that it shall not cancel, terminate or modify such bond insofar as it adversely affects the Fund except after written notice given to the Fund not less than 10 days prior to the effective date of such cancellation, termination or modification. The Custodian shall, upon request, furnish to the Fund a copy of each such bond and each amendment thereto.

Section 12.7Confidentiality. The Custodian agrees to treat all records and other information relative to the Fund and its prior, present or future shareholders as confidential, and the Custodian, on behalf of itself and its employees, agrees to keep confidential all such information except, after prior notification to and approval in writing by the Fund, which approval shall not be unreasonably withheld and may not be withheld where the Custodian may be exposed to civil or criminal contempt proceedings for failure to comply when requested to divulge such inf ormation by duly constituted authorities, or when so requested by the Fund.

Section 12.8Exemption from Lien. Except as set forth in Section 9 hereof, the securities and other assets held by the Custodian hereunder shall not be subject to lien or charge of any kind in favor of the Custodian or any person claiming through the Custodian. Nothing herein shall be deemed to deprive the Custodian of its right to invoke any and all remedies available at law or equity to collect amounts due it under this Agreement.

Section 12.9Assignment< font style="font-size:12.0pt;" face="Courier" color="Black">. This Agreement may not be assigned by either party without the written consent of the other, except that either party may assign its rights and obligations hereunder to a party controlling, controlled by, or under common control with such party.

Section 12.10 Prior Agreements. Without derogating the rights established thereunder prior to the date of this Agreement, this Agreement supersedes and terminates, as of the date hereof, all prior agreements between the Fund and the Custodian relating to the custody of Fund assets.

Section 12.11 Counterparts. This Agreement may be executed in several counterparts, each of which shall be deemed to be an original, and all such counterparts taken together shall constitute but one and the same Agreement.

Section 12.12 Notices. Any notice, instruction or other instrument required to be given hereunder may be delivered in person to the offices of the parties as set forth herein during normal business hours or delivered prepaid registered mail or by telex, cable or telecopy to the parties at the following addresses or such other addresses as may be notified by any party from time to time.

To any Fund:
c/o T. Rowe Price Associates, Inc.100 East Pratt StreetBaltimore, Maryland 21202Attention: Carmen DeyesuTelephone: 410-345-6658Telecopy: 410-685-8827/8830

To the Custodian:
State Street Bank and Trust Company1776 Heritage DriveNorth Quincy, Massachusetts 02171, U.S.A.Attention: Carol C. AyotteTelephone: 617-985-6894Telecopy: 617-537-6321

Such notice, instruction or other instrument shall be dee med to have been served in the case of a registered letter at the expiration of five business days after posting, in the case of cable twenty-four hours after dispatch and, in the case of telex, immediately on dispatch and if delivered outside normal business hours it shall be deemed to have been received at the next time after delivery when normal business hours commence and in the case of cable, telex or telecopy on the business day after the receipt thereof. Evidence tha t the notice was properly addressed, stamped and put into the post shall be conclusive evidence of posting.

Section 12.13 Entire Agreement. This Agreement (including all schedules, appendices, exhibits and attachments hereto) constitutes the entire Agreement between the parties with respect to the subject matter hereof.

Section 12.14 Headings Not Controlling. Headings used in this Agreement are for reference purposes only and shall not be deemed a part of this Agreement.

Section 12.15 Survival. All provisions regarding indemnification, confidentiality, warranty, liability and limits thereon shall survive following the expiration or termination of this Agreement.

Section 12.16 Severability. In the event any provision of this Agreement is held illegal, void or unenforceable, the balance shall remain in effect.

Section 12.17 The Parties. All references herein to the "Fund" are to each of the funds listed on Appendix A hereto individually, as if this Agreement were between such individual Fund and the Custodian. In the case of a series fund or trust, all references to the "Fund" are to the individual series or portfolio of such fund or trust, or to such fund or trust on behalf of the individual series or portfolio, as appropriate. Any reference in this Agreement to "the parties" shall mean the Custodian and such other individual Fund as to which the matter pertains. Each Fund hereby represents and warranties that (i) it has the requisite power and authority under applicable laws and its Governing Documents to enter into and perform this Agreement, (ii) all requisite proceedings have been taken to authorize it to enter into and perform this Agreement, and (iii) its entrance into this Agreement shall not cause a material breach or be in material conflict with any other agreement or obligation of the Fund or any law or regulation applicable to it.

Section 12.18 Directors and Trustees. It is understood and is expressly stipulated that neither the holders of Shares nor any member of the Board be personally liable hereunder. Whenever reference is made herein to an action required to be taken by the Board, such action may also be taken by the Board`s executive committee.

Section 12.19 Massachusetts Business Trust. With respect to any Fund which is a party to this Agreement and which is organized as a Massachusetts business trust, the term "Fund" means and refers to the trustees from time to time serving under the applicable trust agreement of such trust, as the same may be amended from time to time (the "Declaration of Trust"). It is expressly agreed that the obligations of any such Fund hereunder shall not be binding upon any of the trustees, shareholders, nominees, officers, agents or employees of the Fund personally, but bind only the trust property of the Fund as set forth in the applicable Declaration of Trust. In the case of each Fund which is a Massachusetts business trust (in each case, a "Trust"), the execution and delivery of this Agreement on behalf of the Trust has been authorized by the trustees, and signed by an authorized officer, of the Trust, in each case acting in such capacity and not individually, and neither such authorization by the trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them

individually, but shall bind only the trust property of the Trust as provided in its Declaration of Trust.

Section 12.20 Reproduction of Documents. This Agreement and all schedules, exhib its, attachments and amendments hereto may be reproduced by any photographic, photostatic, microfilm, micro-card, miniature photographic or other similar process. The parties hereto all/each agree that any such reproduction shall be admissible in evidence as the original itself in any judicial or administrative proceeding, whether or not the original is in existence and whether or not such reproduction was made by a party in the regular course of business, and that any enlargement, facsimile or further reproduction of such reproduction shall likewise be admissible in evidence.

Section 12.21 Shareholder Communications Election. SEC Rule 14b-2 requires banks which hold securities for the account of customers to respond to requests by issuers of securities for the names, addresses and holdings of beneficial owners of securities of that issuer held by the bank unless the beneficial owner has expressly objected to disclosure of this information. In order to comply with the rule, the Custodian needs the Fund to indicate whether it authorizes the Custodian to provide the Fund`s name, address, and share position to requesting companies whose securities the Fund owns. If the Fund tells the Custodian "no", the Custodian will not provide this information to requesting companies. If the Fund tells the Custodian "yes" or does not check either "yes" or "no" below, the Custodian is required by the rule to treat the Fund as consenting to disclosure of this information for all securities owned by the Fund or any funds or accounts established by the Fund. For the Fund`s protection, the Rule prohibits the requesting company from using the Fund`s name and address for any purpose other than corporate communications. Please indicate below whether the Fund consents or objects by checking one of the alternatives below.

YES [ ]The Custodian is authorized to release the Fund`s name, address, and share positions.

NO [X]The Custodian is not authorized to release the Fund`s name, address, and share positions.

DATA ACCESS SERVICES ADDENDUM TO CUSTODIAN AGREEMENT

Addendum to the Custodian Agreement (as defined below) between each fund listed on Appendix A to the Custodian Agreement, as such Appendix A is amended from time to time (each such fund listed on Appendix A shall be individually referred to herei n as the "Fund"), and State Street Bank and Trust Company ("State Street").

PREAMBLE

WHEREAS, State Street has been appointed as custodian of certain assets of the Fund pursuant to a certain Custodian Agreement (the "Custodian Agreement") dated as of January 28, 1998, and amended thereafter from time to time;

WHEREAS, State Street has developed and utilizes proprietary accounting and other systems, including State Street`s proprietary Multicurrency HORIZONR Accounting System, in its role as custodian of the Fund, and maintains certain Fund-related data ("Fund Data") in databases under the control and ownership of State Street (the "Data Access Services"); and

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WHEREAS, State Street makes available to the Fund (and certain of the Fund`s agents as set forth herein)certain Data Access Services solely for the benefit of the Fund, and intends to provide additional services, consistent with the terms and conditions of this Addendum.

NOW, THEREFORE, in consideration of the mutual covenants and agreements herein contained, and for other good and valuable consideration, the parties agree as follows:

1.SYSTEM AND DATA ACCESS SERVICES

a.System. Subject to the terms and conditions of this Addendum and solely for the purpose of providing access to Fund Data as set forth herein, State Street hereby agrees to provide the Fund, or certain third parties approved by State Street that serve as the Fund`s investment advisors, investment managers or fund accountants (the "Fund Accountants") or as the Fund`s independent auditors (the "Auditor"), with access to State Street`s Multicurrency HORIZONR Accounting System and the other information systems described in Attachment A (collectively, the "System") on a remote basis solely on the computer hardware, system software and telecommunication links described in Attachment B (the "Designated Configuration") or on any designated substitute or back-up equipment

configuration consented to in writing by State Street, such consent not to be unreasonably withheld.

b.Data Access Services. State Street agrees to make available to the Fund the Data A ccess Services subject to the terms and conditions of this Addendum and such data access operating standards and procedures as may be issued by State Street from time to time. The Fund shall be able to access the System to (i) originate electronic instructions to State Street in order to (a) effect the transfer or movement of cash or securities held under custody by State Street or (b) transmit accounting or other information (the transactions described in (i)(a) and (i)(b) above are referred to herein as "Client Originated Electronic Financial Instructions"), and (ii) access data for the purpose of reporting and analysis, which shall all be deemed to be Data Access Services for purposes of this Addendum.

c.Additional Services. State Street may from time to time agree to make available to the Fund additional Systems that are not described in the attachments to this Addendum. In the absence of any other written agreement concerning such additional systems, the term "System" shall include, and this Addendum shall govern, the Fund`s access to and use of any additional System made available by State Street and/or accessed by the Fund.

2.NO USE OF THIRD PARTY SYSTEMS-LEVEL SOFTWARE

State Street and the Fund acknowledge that in connection with the Data Acc ess Services provided under this Addendum, the Fund will have access, through the Data Access Services, to Fund Data and to functions of State Street`s proprietary systems; provided, however that in no event will the Fund have direct access to any third party systems-level software that retrieves data for, stores data from, or otherwise supports the System.

3.LIMITATION ON SCOPE OF USE

a.Designated Equipment; Designated Locations. The System and the Data Access Services shall be used and accessed solely on and through the Designated Configuration at the offices of the Fund or the Fund Accountants in Baltimore, Maryland or Owings Mills, Maryland ("Designated Locations").

b.Designated Configuration; Trained Personnel. State Street and the Fund shall be responsible for supplying, installing and maintaining the Designated Configuration at the Designated

Locations. State Street and the Fund agree that each will engage or retain the services of trained personnel to enable both parties to perform their respective obligations under this Addendum. State Street agrees to use commercially reasonable efforts to maintain the System so that it remains serviceable, provided, however, that State Street does not guarantee or assure uninterrupted remote access use of the System.

c.Scope of Use. The Fund will use the System and the Data Access Services only for the processing of securities transactions, the keeping of books of account for the Fund and accessing data for purposes of reporting and analysis. The Fund shall not, and shall cause its employees and agents not to (i) permit any unauthorized third party to use the System or the Data Access Services, (ii) sell, rent, license or otherwise use the System or the Data Access Services in the operation of a service bureau or for any purpose other than as expressly authorized under this Addendum, (iii) use the System or the Data Access Services for any fund, trust or other investment vehicle), other than as set forth herein, without the prior written consent of State Street, (iv) allow access to the System or the Data Access Services through terminals or any other computer or telecommunications facilities located outside the Designated Locations, (v) allow or cause any information (other than portfolio holdings, valuations of portfolio holdings, and other information reasonably necessary for the management or distribution of the assets of the Fund) transmitted from State Street`s databases, including data from third party sources, available through use of the System or the D ata Access Services to be redistributed or retransmitted to another computer, terminal or other device for other than use for or on behalf of the Fund or (vi) modify the System in any way, including without limitation developing any software for or attaching any devices or computer programs to any equipment, system, software or database which forms a part of or is resident on the Designated Configuration.

d.Other Locations. Except in the event of an emergency or of a planned System shutdown, the Fund`s access to services performed by the System or to Data Access Services at the Designated Locations may be transferred to a different location only upon the prior written consent of State Street. In the event of an emergency or System shutdown , the Fund may use any back-up site included in the Designated Configuration or any other back-up site agreed to by State Street, which agreement will not be unreasonably withheld. The Fund may secure from State Street the right to access the System or the Data Access Services through computer and telecommunications facilities or devices complying with the Designated Configuration

at additional locations only upon the prior written consent of State Street and on terms to be mutually agreed upon by the parties.

e.Title. Title and all ownership and proprietary rights to the System, including any enhancements or modifications thereto, whether or not made by State Street, are and shall remain with State Street.

f.No Modification. Without the prior written consent of State Street, the Fund shall not modify, enhance or otherwise create derivative works based upon the System, nor shall the Fund reverse engineer, decompile or otherwise attempt to secure the source code for all or any part of the System.

g.Security Procedures. The Fund shall comply with data access operating standards and procedures and with user identification or other password control requirements and other security procedures as may be issued from time to time by State Street for use of the System on a remote basis and to access the Data Access Services. The Fund shall have access only to the Fund Data and authorized transactions agreed upon from time to time by State Street and, upon notice from State Street, the Fund shall discontinue remote use of the System and access to Data Access Services for any security reasons cited by State Street; provided, that, in such event, State Street shall, for a period not less than 180 days (or such other shorter period specified by the Fund) after such discontinuance, assume responsibility to provide accounting services under the terms of the Custodian Agreement.

h. Inspections. State Street shall have the right to inspect the use of the System and the Data Access Services by the Fund, the Fund Accountants and the Auditor to ensure compliance with this Addendum. The on-site inspections shall be upon prior written notice to Fund, the Fund Accountants and the Auditor and at reasonably convenient times and frequencies so as not to result in an unreasonable disruption of the Fund`s or the Fund Accountan ts` or the Auditor respective businesses.

4.PROPRIETARY INFORMATION

a.Proprietary Information. The Fund acknowledges and State Street represents that the System and the databases, computer programs, screen formats, report formats, interactive design techniques, documentation and other information made available to the Fund by State Street as part of the Data Access Services and through the use of the System constitute copyrighted, trade secret,

or other proprietary information of substantial value to State Street. Any and all such information provided by State Street to the Fund shall be deemed proprietary and confidential information of State Street (hereinafter "Proprietary Information"). The Fund agrees that it will hold such Proprietary Information in the strictest confidence and secure and protect it in a manner consis tent with its own procedures for the protection of its own confidential information and to take appropriate action by instruction or agreement with its employees or agents who are permitted access to the Proprietary Information to satisfy its obligations hereunder. The Fund further acknowledges that State Street shall not be required to provide the Fund Accountants or the Auditor with access to the System unless it has first received from the Fund Accountants and the Audito r an undertaking with respect to State Street`s Proprietary Information in the form of Attachment C and/or Attachment C-1 to this Addendum. The Fund shall use all commercially reasonable efforts to assist State Street in identifying and preventing any unauthorized use, copying or disclosure of the Proprietary Information or any portions thereof or any of the logic, formats or designs contained therein.

b.Cooperation. Without limitation of the foregoing, the Fund shall advise State Street immediately in the event the Fund learns or has reason to believe that any person to whom the Fund has given access to the Proprietary Information, or any portion thereof, has violated or intends to violate the terms of this Addendum, and the Fund will, at its reasonableexpense, cooperate with State Street in seeking injunctive or other equitable relief in the name of the Fund or State Street against any such person.

c.Injunctive Relief. The Fund acknowledges that the disclosure of any Proprietary Information, or of any information which at law or equity ought to remain confidential, will immediately give rise to continuing irreparable injury to State Street inadequately compensable in damages at law. In addition, State Street shall be entitled to obtain immediate injunctive relief against the breach or threatened breach of any of the foregoing undertakings, in addition to any other legal remedies which may be avail able.

d.Survival. The provisions of this Section 4 shall survive the termination of this Addendum.

5.LIMITATION ON LIABILITY

a.Standard of Care and Limitation on Amount and Time for Bringing Action. State Street shall be held to a standard of reasonable care with respect to all of its duties and obligations under this Addendum. The Fund agrees that any liability of State Street to the Fund or any third party arising with respect to the System or State Street`s provision of Data Access Services under this Data Access Services Addendum shall be limited to the amount paid by the Fund for the preceding 24 months for such services. The foregoing limitation shall relate solely to State Street`s provision of the Data Access Services pursuant to this Addendum and is not intended to limit State Street`s responsibility to perform in accordance with the Custodian Agreement, including its duty to act in accordance with Proper Instructions. In no event shall State Street be liable to the Fund or any other party pursuant to this Addendum for any special, indirect, punitive or consequential damages even if advised of the possibility of such damages. No action, regardless of form, arising out of the terms of this Addendum may be brought by the Fund more than two years after the Fund has knowledge that the cause of action has arisen.

b.Limited Warranties. NO OTHER WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, ARE MADE BY STATE STREET.

c.Third-Party Data. Organizations from which State Street may obtain certain data included in the System or the Data Access Services are solely responsible for the contents of such data, and State Street shall have no liability for claims arising out of the contents of such third-party data, including, but not limited to, the accuracy thereof.

d.Regulatory Requirements. As between State Street and the Fund, the Fund shall be solely responsible for the accuracy of any accounting statements or reports produced using the Data Access Services and the System and the conformity thereof with any requirements of law.

e.Force Majeure. Neither party shall be liable for any costs or damages due to delay or nonperformance under this Data Access Services Addendum arising out of any cause or event beyond such party`s control, including, without limitation, cessation of services hereunder or any damages resulting therefrom to the other party as a result of work stoppage, power or other mechanical

failure, computer virus, natural disaster, governmental action, or communication disruption.

6.INDEMNIFICATION

The Fund agrees to indemnify and hold State Street harmless from any loss, damage or expense including reasonable attorney`s fees, (a "loss") suffered by State Street arising from (i) the negligence or willful misconduct in the use by the Fund of the Data Access Services or the System, including any loss incurred by State Street resulting from a security breach at the Designated Locations or committed by the Fund`s employees or agents or the Fund Accountants or the and Audi tor, and (ii) any loss resulting from incorrect Client Originated Electronic Financial Instructions. State Street shall be entitled to rely on the validity and authenticity of Client Originated Electronic Financial Instructions without undertaking any further inquiry as long as such instruction is undertaken in conformity with security procedures established by State Street from time to time.

7.FEES

Fees and charges for the use of the System and the Data Access Services and related payment terms shall be as set forth in the custody fee schedule in effect from time to time between the parties (the "Fee Schedule"). Any tariffs, duties or taxes imposed or levied by any government or governmental agency by reason of the transactions contemplated by this Addendum, including, without limitation, federal, state and local taxes, use, value added and personal property taxes (other than income, franchise or similar taxes which may be imposed or assessed against State Street) shall be borne by the Fund. Any claimed exemption from such tariffs, duties or taxes shall be supported by proper documentary evidence delivered to State Street.

8.TRAINING, IMPLEMENTATION AND CONVERSION

a.Training. State Street agrees to provide training, at a designated State Street training facility or at the Designated Locations, to the Fund`s personnel in connection with the use of the System on the Designated Configuration. The Fund agrees that it will set aside, during regular business hours or at other times agreed upon by both parties, sufficient time to enable all operators of the System and the Data Access Services, designated by the Fund, to receive the training offered by State Street pursuant to this Addendum.

b.Installation and Conversion. State Street and the Fundshall be responsible for the technical installation and conversion ("Installation and Conversion") of the Designated Configuration. The Fund shall have the following responsibilities in connection with Installation and Conversion of the System:

(i)The Fund shall be solely responsible for the timely acquisition and maintenance of the hardware and software that attach to the Designated Configuration in order to use the Data Access Services at the Designated Locations, and

(ii)State Street and the Fund each agree that they will assign qualified personnel to actively participate during the Installation and Conversion phas e of the System implementation to enable both parties to perform their respective obligations under this Addendum.

9.SUPPORT

During the term of this Addendum, State Street agrees to provide the support services set out in Attachment D to this Addendum.

10.TERM

a.Term. This Addendum shall become effective on the date of its execution by State Street and shall remain in full force and effect until terminated as herein provided.

b.Termination. Either party may terminate this Addendum (i) for any reason by giving the other party at least one-hundred and eighty (180) days` prior written notice in the case of notice of termination by State Street to the Fund or thirty (30) days` notice in the case of notice from the Fund to State Street of termination; or (ii) immediately for failure of the other party to comply with any material term and condition of the Addendum by giving the other party written notice of termination. In the event the Fund shall cease doing business, shall become subject to proceedings under the bankruptcy laws (other than a petition for reorganization or similar proceeding) or shall be adjudicated bankrupt, this Addendum and the rights granted hereunder shall, at the option of State Street, immediately terminate with notice to the Fund. This Addendum shall in any event terminate as to any Fund within ninety (90) days after the termination of the Custodian Agreement.

c.Termination of the Right to Use. Upon termination of this Addendum for any reason, any right to use the System and access to the Data Access Services shall terminate and the Fund shall immediately cease use of the System and the Data Access Services. Immediately upon termination of this Addendum for any reason, the Fund shall return to State Street all copies of documentation and other Proprietary Information in its possession; provided, however, that in the event that either party terminates this Addendum or the Custodian Agreement for any reason other than the Fund`s breach, State Street shall provide the Data Access Services for a period of time and at a price to be agreed upon in writing by the parties.

< p>

11.MISCELLANEOUS

a.Year 2000. State Street will take all steps necessary to ensure that its products (and those of its third-party suppliers) reflect the available state of the art technology to offer products that are Year 2000 compliant, including, but not limited to, century recognition of dates, calculations that correctly compute same century and multi-century formulas and date values, and interface values that reflect the date issues arising between now and the next one-hundred years. If any changes are required, State Street will make the changes to its products at no cost to the Fund and in a commercially reasonable time frame and will require third-party suppliers to do likewise.

b.Assignment; Successors. This Addendum and the rights and obligations of the Fund and State Street hereunder shall not be assigned by either party without t he prior written consent of the other party, except that State Street may assign this Addendum to a successor of all or a substantial portion of its business, or to a party controlling, controlled by, or under common control with State Street.

c.Survival. All provisions regarding indemnification, warranty, liability and limits thereon, and confidentiality and/or protection of proprietary rights and trade secrets shall survive the termination of this Addendum.

d.Entire Agreement. This Addendum and the attachments hereto constitute the entire understanding of the parties hereto with respect to the Data Access Services and the use of the System and supersedes any and all prior or contemporaneous representations or agreements, whether oral or written, between the parties as such may relate to the Data Access Services or the System, and cannot

be modified or altered except in a writing duly executed by the parties. This Addendum is not intended to supersede or modify the duties and liabilities of the parties hereto under the Custodian Agreement or any other agreement between the parties hereto except to the extent that any such agreement specifically refers to the Data Access Services or the System. No single waiver or any right hereunder shall be deemed to be a continuing waiver.

e.Severability.If any provision or provisions of this Addendum shall be held to be invalid, unlawful, or unenforceable, the validity, legality, and enforceability of the remaining provisions shall not in any way be affected or impaired.

f.Governing Law. This Addendum shall be interpreted and construed in accordance with the internal laws of The Commonwealth of Massachusetts without regard to the conflict of laws provisions thereof.

ATTACHMENT A

Multicurrency HORIZONR Accounting System

System Product Description

I.The Multicurrency HORIZONR Accounting System is designed to provide lot level portfolio and general ledger accounting for SEC and ERISA type requirements and includes the following services: 1) recording of general ledger entries; 2) calculation of daily income and expense; 3) reconciliation of daily activity with the trial balance, and 4) appropriate automated feeding mechanisms to (i) domestic and international settlement systems, (ii) daily, weekly and monthly evaluation services, (iii) portfolio performance and analytic services, (iv) customer`s internal computing systems and (v) various State Street provided information services products.

II.GlobalQuestR GlobalQuestR is designed to provide customer access to the following information maintained on The Multicurrency HORIZONR Accounting System: 1) cash transactions and balances; 2)purchases and sales; 3) income receivables; 4) tax refund; 5)daily priced positions; 6) open trades; 7) settlement status; 8) foreign exchange transactions; 9) trade history; and 10) daily, weekly and monthly evaluation services.

III.HORIZONR Gateway. HORIZONR Gateway provides customers with the ability to (i) generate reports using information maintained on the Multicurrency HORIZONR Accounting System which may be viewed or printed at the customer`s location; (ii) extract and download data fro m the Multicurrency HORIZONR Accounting System; and (iii)access previous day and historical data. The following information which may be accessed for these purposes: 1) holdings; 2) holdings pricing; 3) transactions, 4) open trades; 5) income; 6) general ledger and 7) cash.

IV.State Street Interchange. State Street Interchange is an open information delivery architecture wherein proprietary communication products, data formats and workstation tools are replaced by industry standards and is designed to enable the connection of State Street`s network to customer networks, thereby facilitating the sharing of information.

ATTACHMENT C

Undertaking

(Fund Accountants)

The undersigned understands that in the course of its employment as Fund Accountant to each fund listed on Appendix A (as amended from time to time) to that certain Custodian Agreement dated as of January 28, 1998 (the "Fund"), it will have access to State Street Bank and Trust Company`s Multicurrency HORIZON Accounting System and other information systems (collectively, the "System").

The undersigned acknowledges that the System and the databases, computer programs, screen formats, report formats, interactive design techniques, documentation, and other information made available to the Undersigned by State Street Bank and Trust Company ("State Street") as part of the Data Access Services provided to the Fund and through the use of the System constitute copyrighted, trade secret, or other proprietary information of substantial value to State Street. Any and all such information provided by State Street to the Undersigned shall be deemed proprietary and confidential information of State Street (hereinafter "Proprietary Information"). The undersigned agrees that it will hold such Proprietary Information in confidence and secure and protect it in a manner consistent with its own procedures for the protection of its own confidential information and to take appropriate action by instruction or agreement with its employees who are permitted access to the Proprietary Information to satisfy its obligations hereunder.

The undersigned will not attempt to intercept data, gain access to data in transmission, or attempt entry into any system or files for which it is not authorized. It will not intentionally adversely affect the integrity of the System through the introduction of unauthorized code or data, or through unauthorized deletion.

Upon notice by State Street for any reason, any right to use the System and access to the Data Access Services shall terminate and the Undersigned shall immediately cease use of the System and the Data Access Services. Immediately upon notice by State Street for any reason, the undersigned shall return to State Street all copies of documentation and other Proprietary Information in its possession.

[The Fund Accountants]

By:______________________________

Title:______________________________

Date:______________________________

ATTACHMENT C-1

Undertaking

(Auditor)

The undersigned understands that in the course of its employment as Auditor to each fund listed on Appendix A (as amended from time to time) to that certain Custodian Agreement dated as of January 28, 1998 (the "Fund") it will have access to State Street Bank and Trust Company`s Multicurrency HORIZON Accounting System and other information systems (collectively, the "System").

The undersigned acknowledges that the System and the databases, computer programs, screen formats, report formats, interactive design techniques, documentation, and other information made available to the Undersigned by State Street Bank and Trust Company ("State Street") as part of the Data Access Services provided to the Fund and through the use of the System constitute copyrighted, trade secret, or other proprietary information of substantial value to State Street. Any and all such information provided by State Street to the Undersigned shall be deemed proprietary and confidential information of State Street (hereinafter "Proprietary Information"). The undersigned agrees that it will hold suc h Proprietary Information in confidence and secure and protect it in a manner consistent with its own procedures for the protection of its own confidential information and to take appropriate action by instruction or agreement with its employees who are permitted access to the Proprietary Information to satisfy its obligations hereunder.

The undersigned will not attempt to intercept data, gain access to data in transmission, or attempt entry into any system or files for which it is not authorized. It will not intentionally adversely affect the integrity of the System through the introduction of unauthorized code or data, or through unauthorized deletion.

Upon notice by State Street for any reason, any right to use the System and access to the Data Access Services shall terminate and the Undersigned shall immediately cease use of the System and the Data Access Services. Immediately upon notice by State Street for any reason, the undersigned shall return to State Street all copies of documentation and other Proprietary Information in its possession.

[The Auditor]

By:______________________________

Title:______________________________

Date:______________________________

ATTACHMENT D

Support

During the term of this Addendum, State Street agrees to provide the following on-going support services:

a.Telephone Support. The Fund Designated Persons may contact State Street`s HORIZONR Help Desk and Fund Assistance Center between the hours of 8 a.m. and 6 p.m. (Eastern time) on all business d ays for the purpose of obtaining answers to questions about the use of the System, or to report apparent problems with the System. From time to time, the Fund shall provide to State Street a list of persons who shall be permitted to contact State Street for assistance (such persons being referred to as the "Fund Designated Persons").

b.Technical Support. State Street will provide technical support to assist the Fund in using the System and the Data Access Services. The total amount of technical support provided by State Street shall not exceed 10 resource days per year. State Street shall provide such additional technical support as is expressly set forth in the f ee schedule in effect from time to time between the parties (the "Fee Schedule"). Technical support, including during installation and testing, is subject to the fees and other terms set forth in the Fee Schedule.

c. Maintenance Support. State Street shall use commercially reasonable efforts to correct system functions that do not work according to the System Product Description as set forth on Attachment A in priority order in the next scheduled delivery release or otherwise as soon as is practicable.

d.System Enhancements. State Street will provide to the Fund any enhancements to the System developed by State Street and made a part of the System; provided that State Street offer the Fund reasonable training on the enhancement. Charges for system enhancements shall be as provided in the Fee Schedule. State Street retains the right to charge for related systems or products that may be developed and separately made available for use other than through the System.

e.Custom Modifications. In the event the Fund desires custom modifications in connection with its use of the System, the Fund shall make a written request to State Street providing specifications for the desired modification. Any custo m

modifications may be undertaken by State Street in its sole discretion in accordance with the Fee Schedule.

f.Limitation on Support. State Street shall have no obligation to support the F und`s use of the System: (1) for use on any computer equipment or telecommunication facilities which does not conform to the Designated Configuration or (ii) in the event the Fund has modified the System in breach of this Addendum.

In Witness Whereof, each of the parties has caused this instrument to be executed in its name and on its behalf by its duly authorized representativeas of the date and year first written above.

T. Rowe Price Growth Stock Fund, Inc.T. Rowe Price New Horizons Fund, Inc.T. Rowe Price New Era Fund, Inc.T. Rowe Price New Income Fund, Inc.T. Rowe Price Prime Reserve Fund, Inc.T. Rowe Price International Funds, Inc.T. Rowe Price International Bond FundT. Rowe Price International Stock FundT. Rowe Price International Discovery FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Government Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price Growth & Income Fund, Inc.T. Rowe Price Short-Term Bond Fund, Inc.T. Rowe Price Tax-Free Income Fund, Inc.T. Rowe Price Tax-Exempt Money Fund, Inc.T. Rowe Price Tax-Free Short-Intermediate Fund, Inc.T. Rowe Price High Yield Fund, Inc.T. Rowe Price Tax-Free High Yield Fund, Inc.T. Rowe Price New America Growth FundT. Rowe Price Equ ity Income FundT. Rowe Price GNMA FundT. Rowe Price Capital Appreciation FundT. Rowe Price State Tax-Free Income TrustMaryl and Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money Fund< font style="font-size:12.0pt;" face="Courier" color="Black">Virginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond FundNew Jersey Tax-Free Bond FundGeorgia Tax-Free Bond FundFlorida Insured Intermediate Tax-Free FundT. Rowe Price California Tax-Free Income TrustCalifornia Tax-Free Bond FundCalifornia Tax-Free Money FundT. Rowe Price Science & Technology Fund, Inc.T. Rowe Price Small-Cap Value Fund, Inc.

Institutional International Funds, Inc.Foreign Equity FundT. Rowe Price U.S. Treasury Funds, Inc.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money FundT. Rowe Price Index Trust, Inc.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fu ndT. Rowe Price Spectrum Fund, Inc.Spectrum Growth FundSpectrum Income FundSpectrum International FundT. Rowe Price Balanced Fund, Inc.T. Rowe Price Short-Term U.S. Government Fund, Inc.T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price Tax-Free Insured IntermediateBond Fund, Inc.T. Rowe Price Dividend Growth Fund, Inc.T. Rowe Price Blue Chip Growth Fund, Inc.T. Rowe Price Summit Funds, Inc.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA FundT. Rowe Price Summit Municipal Funds, Inc.T. Rowe Price Summit Municipal Money Market FundT. R owe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income FundT. Rowe Price Equity Series, Inc.T. Rowe Price Equity Income PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy BalancedPortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price International Series, Inc.T. Rowe Price International Stock PortfolioT. Rowe Price Fixed Income Series, Inc.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve PortfolioT. Rowe Price Pe rsonal Strategy Funds, Inc.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income FundT. Rowe Price Value Fund, Inc.T. Rowe Price Capital Opportunity Fund, Inc.T. Rowe Price Corporate Income Fund, Inc.

T. Rowe Price Health Sciences Fund, Inc.T. Rowe Price Mid-Cap Value Fund, Inc.Institutional Equity Funds, Inc.Mid-Cap Equity Growth FundT. Rowe Price Diversified Small-Cap GrowthFund, Inc.T. Rowe Price Financial Services Fund, Inc.T. Rowe Price Real Estate Fund, Inc.T. Rowe Price Small Cap Stock Fund, Inc.T. Rowe Price Small Cap Stock FundT. Rowe Price Media & Telecommunications Fund, Inc.T. Rowe Price Tax Efficient Balanced Fund, Inc.Reserve Investment Funds, Inc.Government Reserve Investment FundReserve Investm ent Fund

Signature attested to:	Executed on Behalf of each Fund:
/s/Suzanne E. FraunhofferBy: Name: Suzanne E. FraunhofferTitle: Legal Assistant	/s/Carmen DeyesuBy: Name: Carmen Deyesu Title: Treasurer for each of the foregoing

Signature attested to:	State Street Bank and Trust Company
/s/Glenn CiottiBy: Name: Glenn Ciotti< font style="font-size:12.0pt;" face="Courier"> Title: VP & Assoc. Counsel	/s/Ronald E. LogueBy: Name: Ronald E. Logue Title: Executive Vice President

Schedule A

Country	Subcustodian	Central Depository
United Kingdom	State Street Bankand Trust Company	None;The Bank of EnglandThe Central GiltsOffice (CGO);The Central MoneymarketsOffice (CMO)

Euroclear (The Euroclear System)/State Street London Limited

Appendix A

T. Rowe Price Growth Stock Fund, Inc.T. Rowe Price New Horizons Fund, Inc.T. Rowe Price New Era Fund, Inc.T. Rowe Price New Income Fund, Inc.T. Rowe Price Prime Reserve Fund, Inc.T. Rowe Price International Funds, Inc.T. Rowe Price International Bond FundT. Rowe Price International Stock FundT. Rowe Price International Discovery FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Government Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price Growth & Income Fund, Inc.T. Rowe Price Short-Term Bond Fund, Inc.T. Rowe Price Tax-Free Income Fund, Inc.T. Rowe Price Tax-Exempt Money Fund, Inc.T. Rowe Price Tax-Free Short-Intermediate Fund, Inc.T. Rowe Price High Yield Fund, Inc.T. Rowe Price Tax-Free High Yield Fund, Inc.T. Rowe Price New America Growth FundT. Rowe Price Equity Income FundT. Rowe Price GNMA FundT. Rowe Price Capital Appreciation FundT. Rowe Price State Tax-Free Income TrustMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundVirginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond FundNew Jersey Tax-Free Bond FundGeorgia Tax-Free Bond FundFlorida Insured Intermediate Tax-Free FundT. Rowe Price California Tax-Free Income TrustCalifornia Tax-Free Bond FundCalifornia Tax-Free Money FundT. Rowe Price Science & Technology Fund, Inc.T. Rowe Price Small-Cap Value Fund, Inc.

Institutional International Funds, Inc.Foreign Equity FundT. Rowe Price U.S. Treasury Funds, Inc.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money FundT. Rowe Price Index Trust, Inc.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fu ndT. Rowe Price Spectrum Fund, Inc.Spectrum Growth FundSpectrum Income FundSpectrum International FundT. Rowe Price Balanced Fund, Inc.T. Rowe Price Short-Term U.S. Government Fund, Inc.T. Rowe Price Mid-Cap Growth Fund, Inc.
T. Rowe Price Tax-Free Insured Intermediate BondFund, Inc.T. Rowe Price Dividend Growth Fund, Inc.T. Rowe Price Blue Chip Growth Fund, Inc.T. Rowe Price Summit Funds, Inc.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA FundT. Rowe Price Summit Municipal Funds, Inc.T. Rowe Price Summit Municipal Money Market FundT. R owe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income FundT. Rowe Price Equity Series, Inc.T. Rowe Price Equity Income PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy BalancedPortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price International Series, Inc.T. Rowe Price International Stock PortfolioT. Rowe Price Fixed Income Series, Inc.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve PortfolioT. Rowe Price Pe rsonal Strategy Funds, Inc.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income FundT. Rowe Price Value Fund, Inc.T. Rowe Price Capital Opportunity Fund, Inc.T. Rowe Price Corporate Income Fund, Inc.

T. Rowe Price Health Sciences Fund, Inc.T. Rowe Price Mid-Cap Value Fund, Inc.Institutional Equity Funds, Inc.Mid-Cap Equity Growth FundT. Rowe Price Diversified Small-Cap GrowthFund, Inc.T. Rowe Price Financial Services Fund, Inc.T. Rowe Price Real Estate Fund, Inc.T. Rowe Price Small Cap Stock Fund, Inc.T. Rowe Price Small Cap Stock FundT. Rowe Price Media & Telecommunications Fund, Inc.T. Rowe Price Tax Efficient Balanced Fund, Inc.Reserve Investment Funds, Inc.Government Reserve Investment FundReserve Investm ent Fund

AMENDMENT NO. 1TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of November 4, 1998, by adding thereto T.Rowe Price International Funds, Inc., on behalf of T.Rowe Price International Growth & Income Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Equity Income PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced PortfolioT. Rowe Price Mid-Cap Growth Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GNMA FUN D

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. R owe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

INSTITUTIONAL EQUITY FUNDS, INC.Mid-Cap Equity Growth Fund

INSTITUTIONAL INTERNATIONAL FUNDS, INC.Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price International Growth & Income Fund

T. ROWE PRICE INTERNATIONA L SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.< /font>

T. ROWE PRICE REAL ESTATE FUND, INC.

RESERVE INVESTMENT FUNDS, INC.Reserve Investment Fund Government Reserve Investment Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE I NCOME TRUSTMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT BALANCED FUND, INC.

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

/s/Henry H. HopkinsBy:_____________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

/s/Stephen F. BrownBy:_____________________________________Stephen F. Brown, Vice President

AMENDMENT NO. 2TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of April 21, 1999, by adding thereto T.Rowe Price Tax-Efficient Funds, Inc., on behalf of T.Rowe Price Tax-Efficient Balanced Fund and T.Rowe Price Tax-Efficient Growth Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Equity Income PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced PortfolioT. Rowe Price Mid-Cap Growth Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

INSTITUTIONAL EQUITY FUNDS, INC.Mid-Cap Equity Growth Fund

INSTITUTIONAL INTERNATIONAL FUNDS, INC.Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price International Growth & Income Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

RESERVE INVESTMENT FUNDS, INC.Reserve Investment FundGovernment Reserve Investment Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond Fund< br>Florida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

/s/Henry H. HopkinsBy:_____________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

/s/Ronald E. LogueBy:_____________________________________Ronald E. Logue, Vice Chairman

AMENDMENT NO. 3TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998 and April 21, 1999 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of February 9, 2000, by adding thereto Institutional Equity Funds, Inc., on behalf of Institutional Large-Cap Value Fund and Institutional Small-Cap Stock Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Equity Income PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced PortfolioT. Rowe Price Mid-Cap Growth Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T . ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

INSTITUTIONAL EQUITY FUNDS, INC.Institutional Large-Cap Value FundInstitutional Small-Cap Stock FundMid-Cap Equity Growth Fund

INSTITUTIONAL INTERNATIONAL FUNDS, INC. Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price International Growth & Income Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

RESERVE INVESTMENT FUNDS, INC.Reserve Investment FundGovernment Reserve Investment Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

< p>

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T . ROWE PRICE VALUE FUND, INC.

/s/Henry H. HopkinsBy:________ _____________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

/s/Ronald E. LogueBy:_____________________________________Ronald E. Logue, Vice Chairman

AMENDMENT NO. 4TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, and February 9, 2000 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of April 19, 2000, by adding thereto T. Rowe Price International Funds, Inc., on behalf of T. Rowe Price Emerging Europe & Mediterranean Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUST
California Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. R OWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Equity Income PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced PortfolioT. Rowe Price Mid-Cap Growth Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

INSTITUTIONAL EQUITY FUNDS, INC.Institutional Large-Cap Value FundInstitutional Small-Cap Stock FundInstitutional Mid-Cap Equity Growth Fund

INSTITUTIONAL INTERNATIONAL FUNDS, INC.Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

RESERVE INVESTMENT FUNDS, INC.Reserve Investment FundGovernment Reserve Investment Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

< /p>

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income Fund Spectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, I NC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fu nd

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

/s/Henry H. HopkinsBy:_____________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

/s/Ronald E. LogueBy:_____________________________________Ronald E. Logue, Vice Chairman

AMENDMENT NO. 5TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, and April 19, 2000 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of July 18, 2000, by adding thereto T. Rowe Price Developing Technologies Fund, Inc., T. Rowe Price Global Technology Fund, Inc., and T. Rowe Price U.S. Bond Index Fund, Inc.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PR ICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Equity Income PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced PortfolioT. Rowe Price Mid-Cap Growth Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOG Y FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

INSTITUTIONAL EQUITY FUNDS, INC.Institutional Large-Cap Value FundInstitutional Small-Cap Stock FundInstitutional Mid-Cap Equity Growth Fund

INSTITUTIONAL INTERNATIONAL FUNDS, INC.Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

RESERVE INVESTMENT FUNDS, INC.Reserve Investment FundGovernment Reserve Investment Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

< /p>

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, I NC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

/s/Henry H. HopkinsBy:_____________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

/s/Ronald E. LogueBy:_____________________________________Ronald E. Logue, Vice Chairman

AMENDMENT NO. 6TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000 and July 18, 2000 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of October 25, 2000, by adding thereto T. Rowe Price International Index Fund, Inc., on behalf of T. Rowe Price International Equity Index Fund; T. Rowe Price Tax-Efficient Funds, Inc., on behalf of T. Rowe Price Tax-Efficient Multi-Cap Growth Fund; and T. Rowe PriceEquity Series, Inc., on behalf of T. Rowe Price Blue Chip Growth Portfolio, T. Rowe Price Equity Index 500 Portfolio, and T. Rowe Price Health Sciences Portfolio.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL AP PRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

INSTITUTIONAL EQUITY FUNDS, INC.Institutional Large-Cap Value FundInstitutional Small-Cap Stock FundInstitutional Mid-Cap Equity Growth Fund

INSTITUTIONAL INTERNATIONAL FUNDS, INC.Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan Fund
T. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock Fund
T. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

RESERVE INVESTMENT FUNDS, INC.Reserve Investment FundGovernment Reserve Investment Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T . ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.< /font>

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

/s/Henry H. HopkinsBy:_____________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

/s/Ronald E. LogueBy: _____________________________________Ronald E. Logue, Vice Chairman

AMENDMENT NO. 7TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, and October 25, 2000 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of February 7, 2001, by adding thereto T. Rowe Price State Tax-Free Income Trust, on behalf of Maryland Tax-Free Money Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

INSTITUTIONAL EQUITY FUNDS, INC.Institutional Large-Cap Value FundInstitutional Small-Cap Stock FundInstitutional Mid-Cap Equity Growth Fund

INSTITUTIONAL INTERNATIONAL FUNDS, INC.Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan Fund
T. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock Fund
T. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

RESERVE INVESTMENT FUNDS, INC.Reserve Investment FundGovernment Reserve Investment Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundVirginia Short-Term Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term Fund
U.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit Limited-Term Bond FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

< font style="font-size:12.0pt;" face="Courier New" color="Black">/s/Henry H. HopkinsBy:_____________________________________Henry H. Hopkins, Vice Presi dent

STATE STREET BANK AND TRUST COMPANY

/s/Ronald E. LogueBy:_____________________________________Ronald E. Logue, Vice Chairman

AMENDMENT NO. 8TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, and February 7, 2001 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of July 24, 2001, by adding thereto Institutional Equity Funds, Inc., on behalf of Institutional Large-Cap Growth Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T . ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

INSTITUTIONAL EQUITY FUNDS, INC.Institutional Large-Cap Value FundInstitutional Small-Cap Stock FundInstitutional Mid-Cap Equity Growth FundInstitutional Large-Cap Growth Fund

INSTITUTIONAL INTERNATIONAL FUNDS, INC.Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan Fund
T. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock Fund
T. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE SCIE NCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMa ryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. HopkinsHenry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. HooleyJoseph L. HooleyExecutive Vice President

AMENDMENT NO. 9TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, and July 24, 2001 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of April 24, 2002, by adding thereto T. Rowe Price Institutional Income Funds, Inc., on behalf of T. Rowe Price Institutional High Yield Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T . ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan Fund
T. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock Fund
T. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE SCIE NCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMa ryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins< br>Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Ronald E. LogueRonald E. Logue, Vice Chairman

AMENDMENT NO. 10TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, and April 24, 2002 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of July 24, 2002, by adding thereto T. Rowe Price Inflation Protected Bond Fund, Inc.; T. Rowe Price Institutional International Funds, Inc., on behalf of T. Rowe Price Institutional Emerging Markets Equity Fund; T. Rowe Price Retirement Funds, Inc., on behalf of T. Rowe Price Retirement 2010 Fund, T. Rowe Price Retirement 2020 Fund, T. Rowe Price Retirement 2030 Fund, and T. Rowe Price Retirement 2040 Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan Fund
T. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock Fund
T. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2040 Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC. Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUN D, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term Fund
U.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. HopkinsHenry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. HooleyJoseph L. HooleyExecutive Vice President

AMENDMENT NO. 11TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, and July 24, 2002 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of September 4, 2002, by adding thereto T. Rowe Price Retirement Funds, Inc., on behalf of T. Rowe Price Retirement Inco me Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED SMAL L-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth Portfolio

T. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional M id-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan Fund
T. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock Fund
T. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. HopkinsHenry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. HooleyJoseph L. HooleyExecutive Vice President

AMENDMENT NO. 12TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, and September 4, 2002 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of July 23, 2003, by adding thereto T. Rowe Price Institutional Equity Funds, Inc., on behalf of T.Rowe Price Institutional Large-Cap Core Growth Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

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T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth Portfolio

T. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional M id-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Core Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan Fund
T. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock Fund
T. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETI REMENT FUNDS, INC.T. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retiremen t 2040 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax - -Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. HopkinsHenry H. Hopkins, Vice Presid ent

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. HooleyJoseph L. HooleyExecutive Vice President

AMENDMENT NO. 13TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, and July 23, 2003 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of October 22, 2003, by adding thereto T. Rowe Price Diversified Mid-Cap Growth Fund, Inc.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Core Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Row e Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

< font style="font-size:12.0pt;" face="Courier New" color="Black">T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reser ve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanc ed FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins< /font>__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 14TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, and October22, 2003 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further ame nded, as of February 4, 2004, by adding thereto T. Rowe Price Retirement Funds, Inc., on behalf of T. Rowe Price Retirement 2005 Fund, T. Rowe Price Retirement 2015 Fund, T. Rowe Price Retirement 2025 Fund, and T. Rowe Price Retirement 2035 Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Core Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Row e Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

< font style="font-size:12.0pt;" face="Courier New" color="Black">T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reser ve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

< p>

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced Fund T. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 15TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, and February4, 2004 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of September 20, 2004 by adding thereto T. Rowe Price Institutional Income Funds, Inc., on behalf of T.Rowe Price Institutional Core Plus Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Core Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Row e Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

< font style="font-size:12.0pt;" face="Courier New" color="Black">T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reser ve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

< p>

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced Fund T. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 16TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, and September 20, 2004 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of March 2, 2005 by adding thereto T. Rowe Price Retirement Funds, Inc., on behalf of T.Rowe Price Retirement 2045 Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

< font style="font-size:12.0pt;" face="Courier New" color="Black">T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Core Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Row e Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

< font style="font-size:12.0pt;" face="Courier New" color="Black">T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reser ve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.
T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

< p>

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T . ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 17TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, September 20, 2004, and March 2, 2005 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of April19, 2006 by adding thereto T. Rowe Price Institutional International Funds, Inc., on behalf of T.Rowe Price Institutional Global Equity Fund.

T. ROWE PRICE BA LANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Core Growth Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

< font style="font-size:12.0pt;" face="Courier New" color="Black">T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 Fund
< /font>T. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 Fund< font style="font-size:12.0pt;" face="Courier New" color="Black">T. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 18TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, September 20, 2004, March 2, 2005, and April19, 2006 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of July 19, 2006 by adding thereto T. Rowe Price Short-Term Income Fund, Inc. and T. Rowe Price Institutional Equity Funds, Inc., on behalf of T. Rowe Price Institutional Concentrated Large-Cap Value Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PR ICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional Concentrated Large-Cap Value Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT. Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

< font style="font-size:12.0pt;" face="Courier New" color="Black">T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 Fund
< /font>T. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 Fund< font style="font-size:12.0pt;" face="Courier New" color="Black">T. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Fr ee Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 19TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, September 20, 2004, March 2, 2005, April19, 2006, and July 19, 2006 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of October 18, 2006 by adding thereto T. Rowe Price Institutional International Funds, Inc., on behalf of T. Rowe Price Institutional Emerging Markets Bond Fund, T. Rowe Price International Funds, Inc., on behalf of T. Rowe Price Overseas Stock Fund and T. Rowe Price Retirement Funds, Inc., on behalf of T. Rowe Price Retirement 2050 Fund and T. R owe Price Retirement 2055 Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROW E PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Small-Cap Stock Fund< font style="font-size:12.0pt;" face="Courier New" color="Black">T. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional Concentrated Large-Cap Value Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity Fund

T. Rowe Price Institutional Emerging Markets Bond Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Stock FundT. Rowe Price European Stock FundT. Rowe Price New Asia FundT . Rowe Price Global Bond FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emer ging Markets Stock FundT. Rowe Price Global Stock FundT. Rowe Price International Growth & Income FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price Overseas Stock Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERI ES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS , INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2055 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth Fund
< /font>Spectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTMaryland Tax-Free Money FundMaryland Tax-Free Bond FundMaryland Short-Term Tax-Free Bond Fund< br>New York Tax-Free Bond FundNew York Tax-Free Money FundNew Jersey Tax-Free Bond FundVirginia Tax-Free Bond FundFlorida Intermediate Tax-Free FundGeorgia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE T AX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE INTERMEDIATE BOND FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Money Market FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Income Fund

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 20TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, September 20, 2004, March 2, 2005, April19, 2006, July 19, 2006, and October 18, 2006 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of April24, 2007 by adding thereto T. Rowe Price Institutional International Funds, Inc., on behalf of T. Rowe Price Institutional International Bond Fund; and by removing Florida Intermediate Tax-Free Fund and T.Rowe Price Tax-Free Intermediate Bond, Inc. which were merged into the T. Rowe Price Summit Municipal Intermediate Fund on November 13, 2006.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND , INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large-Cap Value FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Small-Cap Stock Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity FundT. Rowe Price Institutional International Bond Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Pric e Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price European Stock FundT. Rowe Price Global Bond FundT. Rowe Price Global Stock FundT. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income FundT. Rowe Price International Stock FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal S trategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Government Reserve Investment FundT. Rowe Price Reserve Investment Fund

T . ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Row e Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2055 FundT. Rowe Price Retire ment Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTGeorgia Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundMaryland Tax-Free Bond FundMaryland Tax-Free Money FundNew Jersey Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundVirginia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

< p>

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Income FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Money Market Fund

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 21TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, September 20, 2004, March 2, 2005, April19, 2006, July 19, 2006, October 18, 2006, and April24, 2007 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of June12, 2007, by adding thereto T.Rowe Price International Funds, Inc., on beha lf of T.Rowe Price Africa & Middle East Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large-Cap Value FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Mid-Cap Equity G rowth FundT. Rowe Price Institutional Small-Cap Stock Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity F undT. Rowe Price Institutional Global Equity FundT. Rowe Price Institutional International Bond Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price Africa & Middle East FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price European Stock FundT. Rowe Price Global Bond FundT. Rowe Price Global Stock FundT. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income FundT. Rowe Price International Stock FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Government Reserve Investment FundT. Rowe Price Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2055 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIEN CE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTGeorgia Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundMaryland Tax-Free Bond FundMaryland Tax-Free Money FundNew Jersey Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundVirginia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

< p>

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Income FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Money Market Fund

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 22TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, September 20, 2004, March 2, 2005, April19, 2006, July 19, 2006, October 18, 2006, April24, 2007, and June 12, 2007 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of July 24, 2007, by adding thereto T.Rowe Price Institutional Equity Funds, Inc., on behalf of T.Rowe Price Institutional U.S. Structured Research Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large-Cap Value FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Mid-Cap Equity G rowth FundT. Rowe Price Institutional Small-Cap Stock Fund

T. Rowe Price Institutional U.S. Structured Research Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity FundT. Rowe Price Institutional International Bond Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price Africa & Middle East FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price European Stock FundT. Rowe Price Global Bond FundT. Rowe Price Global Stock FundT. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income FundT. Rowe Price International Stock FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Government Reserve Investment FundT. Rowe Price Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2055 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIEN CE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTGeorgia Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundMaryland Tax-Free Bond FundMaryland Tax-Free Money FundNew Jersey Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundVirginia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

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T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Income FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Money Market Fund

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley______________________________ ____Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 23TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, September 20, 2004, March 2, 2005, April19, 2006, July 19, 2006, October 18, 2006, April24, 2007, June 12, 2007, and July 24, 2007 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of October 23, 2007, by adding thereto T.Rowe Price Institutional Income Funds, Inc., on behalf of T.Rowe Price Institutional Floating Rate Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRIC E GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe P rice Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large-Cap Value FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional Large-Cap Growth FundT. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Mid-Cap Equity G rowth FundT. Rowe Price Institutional Small-Cap Stock Fund

T. Rowe Price Institutional U.S. Structured Research Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional Floating Rate FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity FundT. Rowe Price Institutional International Bond Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price Africa & Middle East FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Eme rging Europe & Mediterranean FundT. Rowe Price European Stock FundT. Rowe Price Global Bond FundT. Rowe Price Global Stock FundT. Rowe Pric e International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income FundT. Rowe Price International Stock FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Government Reserve Investment FundT. Rowe Price Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2055 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTGeorgia Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundMaryland Tax-Free Bond FundMaryland Tax-Free Money FundNew Jersey Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundVirginia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

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T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Income FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Money Market Fund

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley______________________________ ____Joseph L. HooleyExecutive Vice President

AMENDMENT NO. 24TO CUSTODIAN CONTRACT BETWEENSTATE STREET BANK AND TRUST COMPANY ANDTHE T. ROWE PRICE FUNDS

The Custodian Contract of January 28, 1998, as amended November 4, 1998, April 21, 1999, February 9, 2000, April 19, 2000, July 18, 2000, October 25, 2000, February 7, 2001, July 24, 2001, April 24, 2002, July 24, 2002, September 4, 2002, July 23, 2003, October 22, 2003, February4, 2004, September 20, 2004, March 2, 2005, April19, 2006, July 19, 2006, October 18, 2006, April24, 2007, June 12, 2007, July 24, 2007, and October23, 2007 between State Street Bank and Trust Company and each of the Parties listed on Appendix A thereto is hereby further amended, as of February6, 2008, by adding there to T.Rowe Price Institutional International Funds, Inc., on behalf of T.Rowe Price Institutional Africa & Middle East Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.

T. ROWE PRICE CALIFORNIA TAX-FREE INCOME TRUSTCalifornia Tax-Free Bond FundCalifornia Tax-Free Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUND

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.

T. ROWE PRICE EQUITY INCOME FUND

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Mid-Cap Growth PortfolioT. Rowe Price New America Growt h PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price Limited-Term Bond PortfolioT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large-Cap Value FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional Large-Cap Growth Fund T. Rowe Price Institutional Large-Cap Value FundT. Rowe Price Institutional Mid-Cap Equity Growth FundT. Rowe Price Institutional Small-Cap Stock Fund

T. Rowe Price Institutional U.S. Structured Research Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional Floating Rate FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Africa & Middle East FundT. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity FundT. Rowe Price Institutional International Bond Fund

< /div>

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price Africa & Middle East FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price European Stock FundT. Rowe Price Global Bond FundT. Rowe Price Global Stock FundT. Rowe Price International Bond FundT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income FundT. Rowe Price International Stock FundT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MID-CAP GROWTH FUND, INC.

T. ROWE PRICE MID-CAP VALUE FUND, INC.

T. ROWE PRICE NEW AMERICA GROWTH FUND

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUNDS, INC.

T. ROWE PRICE NEW INCOME FUND, INC.

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Government Reserve Investment Fund T. Rowe Price Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2055 FundT. Rowe Price Retirement Income Fund

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

T. ROWE PRICE SHORT-TERM BOND FUND, INC.

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

T. ROWE PRICE SMALL-CAP STOCK FUND, INC.

T. ROWE PRICE SMALL-CAP VALUE FUND, INC.

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAX-FREE INCOME TRUSTGeorgia Tax-Free Bond FundMaryland Short-Term Tax-Free Bond FundMaryland Tax-Free Bond FundMaryland Tax-Free Money FundNew Jersey Tax-Free Bond FundNew York Tax-Free Bond FundNew York Tax-Free Money FundVirginia Tax-Free Bond Fund

T. ROWE PRICE TAX-EFFICIENT FUNDS, INC.T. Rowe Price Tax-Efficient Balanced FundT. Rowe Price Tax-Efficient Growth FundT. Rowe Price Tax-Efficient Multi-Cap Growth Fund

T. ROWE PRICE TAX-EXEMPT MONEY FUND, INC.

T. ROWE PRICE TAX-FREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAX-FREE INCOME FUND, INC.

T. ROWE PRICE TAX-FREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury Long-Term FundU.S. Treasury Money Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

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T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Income FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Money Market Fund

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">

T. ROWE PRICE VALUE FUND, INC.

By:/s/Henry H. Hopkins__________________________________Henry H. Hopkins, Vice President

STATE STREET BANK AND TRUST COMPANY

By:/s/Joseph L. Hooley__________________________________Joseph L. HooleyExecutive Vice President

EX-99.1 CHARTER

AMENDED ARTICLES OF INCORPORATION

OF

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

FIRST: The undersigned, Henry H. Hopkins and Forrest R. Foss, each of whose post office address is 100 East Pratt Street, Baltimore, Maryland 21202, and each being at least eighteen (18) years of age, being the original incorporators of the T. Rowe Price Science & Technology Fund, Inc., do hereby file Amended Articles of Incorporation of sai d corporation as set forth below.

SECOND: The name of the Corporation is:

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

THIRD: The purposes for which the Corporation is formed are as follows:

(A)To operate as and carry on the business of an investment company, and exercise all the powers necessary and appropriate to the conduct of such operations.

(B)In general, to carry on any other business in connection with or incidental to the foregoing purpose, to have and exercise all the powers conferred upon corporations by the laws of the State of Maryland as in force from time to time, to do everything necessary, suitable or p roper for the accomplishment of any purpose or the attainment of any object or the furtherance of any power not inconsistent with Maryland law, either alone or in association with others, and to take any action incidental or appurtenant to or growing out of or connected with the Corporation's business or purposes, objects, or powers.

The Corporation shall have the power to conduct and carry on its business, or any part thereof, and to have one or more offices, and to exercise any or all of its corporate powers and rights, in the State of Maryland, in any other states, territories, districts, colonies, and dependencies of the United States, and in any or all foreign countries.

The foregoing clauses shall be construed both as objects and powers, and the foregoing enumeration of specific powers shall not be held to limit or restrict in any manner the general powers of the Corporation.

FOURTH: The post office address of the principal office of the Corporation in the State of Maryland i s:

100 East Pratt Street

Baltimore, Maryland 21202

1

The name and post office address of the resident agent of the Corporation in the State of Maryland is:

Henry H. Hopkins

100 East Pratt Street

Baltimore, Maryland 21202

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Said resident agent is a citizen of the State of Maryland, and actually resides therein.

FIFTH: Capital Stock. (A) General. The total number of shares of stock which the Corporation, by resolution or resolutions of the Board of Directors, shall have authority to issue is One Billion (1,000,000,000) shares, par value One Cent ($0.01) per share, such shares having an aggregate par value of Ten Million Dollars ($10,000,000). All such shares are herein classified as "Common Stock" subject, however, to the authority hereinafter granted to the Board of Directors to classify or reclassify any such shares, to increase or decrease the aggregate number of shares of stock or the number of shares of stock of any class that the Corporation has authority to issue, and to authorize that all such shares of stock be issued as shares of one or more series or one or more classes designated as the Board of Directors may determine.

(B)Creation of Series. The balance of shares of stock now or hereafter authorized but unissued may be issued as Common Stock or in one or more new series or one or more new classes, each consisting of such number of shares and having such designations, powers, preferences, rights, qualifications, limitations and restrictions as shall be fixed and determined from time to time by resolution or resolutions providing for the issuance of such shares adopted by the Board of Directors, to whom authority so to fix and determine the same is hereby expressly granted.

(C)Dividends and Distributions. Without limiting the generality of the foregoing, the dividends and distributions of investment income and capital gains with respect to Common Stock and any series or class that may hereafter be created shall be in such amount as may be declared from time to time by the Board of Directors, and such dividends and distributions may vary from series to series or class to class to such extent and for such purposes as the Board of Directors may deem appropriate, including, but not limited to, the purpose of complying with requirements of regulatory or legislative authorities.

(D)Classification. The Board of Directors is hereby expressly granted authority to (1) classify or reclassify any unissued stock (whether now or hereafter authorized) from time to time by setting or changing the preferences, conversion or other rights, voting powers, restrictions, limitations as to dividends, qualifications, or terms or conditions of redemption of the stock and (2) pursuant to such classification or reclassification to increase or decrease the number of authorized shares of any series or class, but the number of shares of any series or class shall not be decreased by the Board of Directors below the number of shares thereof then outstanding, or increased above the number of shares then authorized, provided however, that nothing herein shall prohibit the Board of Directors from increasing or decreasing the aggregate number of shares of stock or the number of shares of stock of any class or series that the Corporation has authority to issue.

(E)Provisions for Series. In addition to other provisions of these Articles, the following provisions are applicable regarding any series of shares of stock of the Corporation established and designated by paragraph (a) of this Article FIFTH and shall be applicable if the Board of Directors shall establish and designate a dditional series as provided in that paragraph:

(i)Classification. The Board of Directors may classify or reclassify any unissued shares or any shares previously issued and reacquired of any se ries into one or more series that may be established and designated from time to time. The Corporation may hold as treasury shares (of the same or some other series), reissue for such consideration not less than the greater of the par value and the net asset value per share (as described in paragraph (A)(ii) of Article SEVENTH hereof) and on such terms as they may determine, or cancel any shares of any series reacquired by the Corporation from time to time.

(ii)Assets Belonging to Series. All consideration received by the Corporation for the issue or sale of shares of a particular series, together with all assets in which such consideration is invested or reinvested, all income, earnings, profits, and proceeds thereof, including any proceeds derived from the sale, exchange or liquidation of such assets, and any funds or payments derived from any reinvestment of such proceeds in whatever form the same may be, shall irrevocably belong to that series for all purposes, subject only to the rights of creditors, and shall be so recorded upon the books of account of the Corporation. In the event that there are any assets, income, earnings, profits, and proceeds thereof, funds or payments which are not readily identifiable as belonging to any particular series, the Board of Directors shall allocate them among any one or more of the series established and designated from time to time in such manner and on such basis as they, in their sole discretion, deem fair and equitable. Each such allocation by the Board of Directors shall be conclusive and binding upon the shareholders of all series for all purposes.

(iii)Liabilities Belonging to Series. The assets belonging to each particular series shall be charged with the liabilities of the Corporation in respect of that series and all expenses, costs, charges and reserves attributable to that series, and any general liabilities, expenses, costs, charges and reserves of the Corporation that are not readily identifiable as belonging to any pa rticular series shall be allocated, and charged by the Board of Directors to and among any one or more of the series established and designated from time to time in such manner and on such basis as the Board of Directors in their sole discretion deem fair and equitable. Each allocation of liabilities, expenses, costs, charges and reserves by the Board of Directors shall be conclusive and binding upon the holders of all series for all purposes.

(iv)Dividends and Distributions. The power of the Corporation to pay dividends and make distributions shall be governed by paragraph (C) of this Article FIFTH with respect to any one or more series which represents the interests in separately managed components of the Corporation's assets. Dividends and distr ibutions on shares of a particular series may be paid with such frequency as the Board of Directors may determine, which may be daily or otherwise, pursuant to a standing resolution or resolutions adopted only once or with such frequency as the Board of Directors may determine, to the holders of shares of that series, from such of the income and capital gains, accrued or realized, attributable to the assets belonging to that series as the Board of Directors may determine, after providing for actual and accrued liabilities belonging to that

3

series. All dividends and distributions on shares of a particular series shall be distributed pro rata to the holders of that series in proportion to the number of shares of that series held by such holders at the date and time of record established for the payment of such dividends or distributions.

(v)Equality. Subject to the provisions of this Article FIFTH, all shares of all series shall have identical rights and privileges, except insofar as variations thereof among series shall have been determined and fixed by the Board of Directors. Each share of any series shall represent an equal proportionate share in the assets of that series with each other share of that series. The Board of Directors may divide or combine the shares of any series into a greater or lesser number of shares of the series without thereby changing the proportionate interests of the holders of such shares in the assets of that series.

(vi)Conversion or Exchange Righ ts. Subject to the compliance with the requirements of the Investment Company Act of 1940, the Board of Directors shall have the authority to provide that the holders of shares of any series shall have the right to convert or exchange said shares for or into shares of one or more other series in accordance with such requirements and procedures as may be established by the Board of Directors.

(vii)Establishment and Designation of Series. The establishment and designation of any series of shares in addition to any established and designated in paragraph (a) of this Article FIFTH shall be effective upon the execution of the appropriate instruments and the proper filing thereof in accordance with the Maryland General Corporation Law, as authorized by the majority of the then Board of Directors, setting forth such establishment and designation and the relative rights, preferences, voting powers, restrictions, limitations as to dividends, qualifications, and terms and conditions of redemption of such series or as otherwise provided in such instrument. At any time that there are no shares outstanding or subscribed for any particular series previously established and designated, the Board of Directors may by a similar procedur e abolish that series and the establishment and designation thereof.

(viii)Liquidation. In the event of the liquidation of a particular series, the shareholders of the series that has been established and designated and that is being liquidated shall be entitled to receive, when and as declared by the Board of Directors, the excess of the assets belonging to that series over the liabilities belonging to that series. The holders of shares of any series shall not be entitled thereby to any distribution upon liquidation of any other series. The assets that may be distributed to the shareholders of any series shall be distributed among such shareholders in proportion to the number of shares of that series held by each such shareholder and recorded on the books of the Corporation. The liquidation of any particular series in which there are shares then outstanding may be authorized by an instrument in writing, without a meeting, signed by a majority of the Directors then in office, subject to the affirmative vote of "a majority of the outstanding voting securities" of that series, as the quoted phrase is defined in the Investment Company Act of 1940.

(ix)Voting. Each share of each series shall have equal voting rights with every other share of every other series, and all shares of all series shall vote as a single group except where a separate vote of any class or series is required by the Investment Company Act of 1940, th e laws of the State of Maryland, these Articles of Incorporation, the By-Laws of the Corporation,

or as the Board of Directors may determine in its sole discretion. Where a separate vote is required with respect to one or more classes or series, then the shares of all other classes or series shall vote as a single class or series, provided that, as to any matter which does not affect the interest of a particular class or series, only the holders of shares of the one or more affected classes or series shall be entitled to vote.

SIXTH: Number of Directors. The number of directors of the Corporation shall be three (3), or such other number as may from time to time be fixed by the By-Laws of the Corporation, or pursuant to authorization contained in such By-Laws, but the number of directors shall never be less than (i) three (3) or (ii) the number of shareholders of the Corporation, whichever is less. James S. Riepe shal l serve as director until the first meeting of shareholders or until his successors are duly chosen and qualify.

SEVENTH: Regulation of the Powers of the Corporation and Its Directors and Shareholders.

(A)Issue of the Corporation's Shares

(i)General. All corporate powers and authority of the Corporation (except as at the time otherwise provided by statute, by these Articles of Incorporation or the By-Laws of the Corporation) shall be vested in and exercised by the Board of Directors. The Board of Directors shall have the power to determine or cause to be determined the nature, quality, character and composition of the portfolio of securities and investments of the Corporation or any series thereof, but the foregoing shall not limit the ability of the Board of Directors to delegate such power to a Committee of the Board of Directors or to an officer of the Corporation, or to enter into an investment advisory or management contract as described in paragraph (E)(vi) of this Article SEVENTH. The Board of Directors may from time to time issue and sell or cause to be issued and sold any of the Corporation's authorized shares, including any additional shares which it hereafter authorizes and any shares redeemed or repurchased by the Corporation, except that only shares previously contracted to be sold may be issued during any period when the determination of net asset value is suspended pursuant to the provisions of paragraph (C)(iii) of this Article SEVENTH. All such authorized shares, when issued in accordance with the terms of this paragraph (A) shall be fully paid and nonassessable. No holder of any shares of the Corporation shall be entitled, by reason of holding or owning such shares, to any prior, preemptive or other right to subscribe to, purchase or otherwise acquire any additional shares of the Corporation subsequently issued for cash or other consideration or by way of a dividend or otherwise; and any or all of suc h shares of the Corporation, whether now or hereafter authorized or created, may be issued, or may be reissued or transferred if the same have been reacquired and have treasury status to such persons, firms, corporations and associations, and for such lawful consideration, and on such terms as the Board of Directors in its discretion may determine, without first offering the same, or any portion thereof, to any said holder. Voting power in the election of directors and for all other purposes shall be vested exclusively in the holders of the Corporation's autho rized and issued shares.

(ii)Price. No shares of the Corporation shall be issued or sold by the Corporation, except as a stock dividend distributed to shareholders, for less than an amount whic h would result in proceeds to the Corporation, before taxes payable by the Corporation in connection

5

with such transaction, of at least the net asset value per share determined as set forth in paragraph (C) of this Article SEVENTH as of such time as the Board of Directors shall have by resolution theretofore prescribed. In the absence of a resolution of the Board of Directors applicable to the transaction, such net asset value shall be that next determined after receipt of an unconditional purchase order.

(iii)On Merger or Consolidation. The Board of Directors, in its sole discretion, may permit shares of the Corporation to be issued for stock or assets of any kind. In this regard, in connection with the acquisition of any assets or stock of another person (as such term is defined in Section 2(a)(28) of the Investment Company Act of 1940), the Board of Directors may issue or cause to be issued shares of the Corporation and accept in payment therefor, in lieu of cash, such assets at their market value, or such stock at the market value of the assets held by such person, either with or without adjustment for contingent costs or liabilities, provided that the funds of the Corporation are permitted by law to be invested in such assets or stock.

(iv)Fractional Shares. The Board of Directors may issue and sell fractions of shares having pro rata all the rights of full shares, including, without limitation, the right to vote and to receive dividends.

(B)Redemption and Repurchase of the Corporation's Shares

(i)< /font>Redemption of Shares. The Corporation shall redeem its shares, subject to the conditions and at the price determined as hereinafter set forth, upon proper application of the record holder thereof at such office or agency as may be designated from time to time for that purpose by the Board of Directors. Any such application must be accompanied by the certificate or certificates, if any, evidencing such shares, duly endorsed or accompanied by a proper instrument of transfer. The Board of Directors shall have power to determine or to delegate to the proper officers of the Corporation the power to determine from time to time the form and the other accompanying documents which shall be necessary to constitute a proper application for redemption.

(ii)Price. Such shares shall be redeemed at their net asset value determined as set forth in paragraph (C) of this Article SEVENTH as of such time as the Board of Directors shall have theretofore prescribed by resolution. In the absence of such resolution, the redemption price of shares deposited shall be the net asset value of such shares next determined as set forth in paragraph (C) of this Article SEV ENTH after receipt of such application.

(iii)Payment. Payment for such shares shall be made to the shareholder of record within seven (7) days after the date upon which proper application is re ceived, subject to the provisions of paragraph (B)(iv) of this Article SEVENTH. Such payment shall be made in cash or other assets of the Corporation or both, as the Board of Directors shall prescribe.

(iv)Effect of Suspension of Determination of Net Asset Value. If, pursuant to paragraph (C)(iii) of this Article SEVENTH the Board of Directors shall declare a suspension of the determination of net asset value, the rights of shareholders (including those who shall have applied for redemption pursuant to paragraph (B)(i) of Article SEVENTH but who shall not yet

have received payment) to have shares redeemed and paid for by the Corporation shall be suspended until the termination of such suspension is declared. Any record holder whose redemption right is so suspended may, during the period of such suspension, by appropriate written notice of revocation to the office or agency where application was made, revoke his application and withdraw any share certificates which accompanied such application. The redemption price of shares for whi ch redemption applications have not been revoked shall be the net asset value of such shares next determined as set forth in paragraph (C) of this Article SEVENTH after the termination of such suspension, and payment shall be made within seven (7) days after the date upon which the proper application was made plus the period after such application during which the determination of net asset value was suspended.

(v)Repurchase by Agreement. The Corporation may repurchase shares of the Corporation directly, or through its principal underwriter or other agent designated for the purpose, by agreement with the owner thereof, at a price not exceeding the net asset value per share determined as of the time when the purchase or contract of purchase is made or the net asset value as of any time which may be later determined pursuant to paragraph (C) of this Article SEVENTH, provided payment is not made for the shares prior to the time as of which such net asset value is determined.

(vi)Corporation's Option to Redeem Shares.

(a)Small Account. The Corporation shall h ave the right at any time and without prior notice to the shareholder to redeem for their then-current net asset value per share all shares that are held by a shareholder whose shares of the Corporation or of any and all series have an aggregate net asset value of less than $10,000, or such other amount as the Board of Directors may from time to time determine;

(b)Reimbursement. The Corporation shall have the right at any time and without prior notice to the shareholder to redeem shares in any account, including any account of any series, for their then-current net asset value per share if and to the extent it shall be necessary to reimburse the Corporation or its principal u nderwriter or distributor for any loss sustained by the Corporation by reason of the failure of the shareholder in whose name such account is registered to make full payment for shares of the Corporation, or of any series thereof, purchased by such shareholder.

(c)Personal Holding Company. The Corporation shall have the right at any time and without prior notice to the shareholder to redeem shares in any account for their then-current net asset value per share if such redemption is, in the opinion of the Board of Directors, desirable in order to avoid the Corporation being taxed as a "personal holding company" within the meaning of the Internal Revenue Code of 1986, as amende d.

(d)Notice. The right of redemption provided by each of the foregoing subsections of this paragraph (B)(vi) of this Article SEVENTH shall be subject to such terms and conditions as the Board of Directors may from time to time approve, and subject to the Corporation's giving general notice of its intention to avail itself of such right, either by publication in the Corporation's prospectus or by such means as the Board of Directors shall determine.

7

(C)Net Asset Value of Shares

(i)By Whom Determined. The Board of Directors shall have the power and duty to determine from time to time the net asset value per share of the outstanding shares of the Corporation and of any such series of the Corporation. It may delegate such power and duty to one or more of the directors and officers of the Corporation, to the custodian or depository of the Corporation's assets, or to another agent of the Corporation appointed for such purpose. Any < /font>determination made pursuant to this section by the Board of Directors, or its delegate, shall be binding on all parties concerned.

(ii)When Determined. The net asset value shall be determined at such times as the Board of Directors shall prescribe by resolution, provided that such net asset value shall be determined at least once each week as of the close of business on a business day. In the absence of a resolution of the Board of Directors, the net asset value shall be determined as of the close of trading on the New York Stock Exchange on each business day.

(iii)Suspension of Determination of Net Asset Value. The Board of Directors may declare a suspension of the determination of net asset value for the whole or any part of any period (a) during which the New York Stock Exchange is closed other than customary weekend and holiday closings, (b) during which tradin g on the New York Stock Exchange is restricted, (c) during which an emergency exists as a result of which disposal by the Corporation of securities owned by it is not reasonably practicable or it is not reasonably practicable for the Corporation fairly to determine the value of its net assets, or (d) during which a governmental body having jurisdiction over the Corporation may by order permit for the protection of the security holders of the Corporation. Such suspension shall take effect at such time as the Board of Directors shall specify, which shall not be later than the close of business on the business day next following the declaration, and thereafter there shall be no determination of net asset value until the Board of Directors shall declare the suspension at an end, except that the suspension shall terminate in any event on the first day on which (1) the condition giving rise to the suspension shall have ceased to exist and (2) no other condition exists under which suspension is authorized under this paragraph (C)(iii) of Article SEVENTH. Each declaration by the Board of Directors pursuant to this paragrap h (C)(iii) of Article SEVENTH shall be consistent with such official rules and regulations, if any, relating to the subject matter thereof as shall have been promulgated by the Securities and Exchange Commission or any other governmental body having jurisdiction over the Corporation and as shall be in effect at the time. To the extent not inconsistent with such official rules and regulations, the determination of the Board of Directors shall be conclusive.

(iv)Computation of Net Asset Value.

(a)Net Asset Value Per Share. The net asset value of each share of the Corporation (or, where applicable, of any series thereof) as of any particular time shall be the quotient obtained by dividing the value of the net assets of the Corporation (or, where applicable, such series) by the total number of shares of the Corporation (or, where applicable, such series) outstanding. Notwithstanding the above, the Board of Directors may determine to maintain the net asset value per share of any class or series at a designated constant dollar amount and in connection

therewith may adopt procedures not inconsistent with the Investment Company Act of 1940 for the continuing declarations of income attributable to that class or series as dividends payable in additional shares of that class or series at the designated constant dollar amount and for the handling of any losses attributable to that class or series. Such procedures may provide that in the event of any loss, each shareholder shall be deemed to have contributed to the capital of the C orporation attributable to that class or series has pro rata portion of the total number of shares required to be cancelled in order to permit the net asset value per share of that class or series to be maintained, after reflecting such loss, at the designated constant dollar amount. Each shareholder of the Corporation shall be deemed to have agreed, by his investment in any class or series with respect to which the Board of Directors shall have adopted any such procedure, to make the contribution referred to in the preceding sentence in the vent of any such loss.

(b)Net Asset Value of Corporation or Series. The value of the net assets of the Corporation (or of any series thereof) as of any particular time shall be the value of the assets of the Corporation (or of any such series) less its liabilities, determined and computed as prescribed by the Board of Directors.

(D)Compliance With Investment Company Act of 1940

Notwithstanding any of the foregoing provisions of this Article SEVENTH, the Board of Directors may prescribe, in its absolute discretion, such other bases and times for determining the per share net asset value of the shares of the Corporation (or any series thereof) as it shall deem necessary or desirable to enable the Corporation to comply with any provision of the Investment Company Act of 1940, or any rule or regulation thereunder, including any rule or regulation adopted pursuant to Section 22 of the Investment Company Act of 1940 by the Securities and Exchange Commission or any securities association registered under the Securities Exchange Act of 1934, all as in effect now or as hereafter amended or added.

(E)Miscellaneous

(i)Compensation of Directors. The Board of Directors shall have power from time to time to authorize payment of compensation to the directors for services to the Corporation, including fees for attendance at meetings of the Board of Directors and of committees.

(ii)Inspection of Corporation's Books. The Board of Directors shall have power from time to time to determine whether and to what extent, and at what times and places, and under what conditions and regulations the accounts and books of the Corporation (other than the stock ledger) or any of them shall be open to the inspection of shareholders; and no shareholder shall have any right of inspecting any account, book or document of the Corporation except as at the time and to the extent required by applicable law, unless authorized by a resolution of the shareholders or the Board of Directors.

< div style="margin-left:0.0";margin-right:0.0";text-indent:0.0";width:100%">

EX-99.1 CHARTER

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.

ARTICLES OF AMENDMENT

T. Rowe Price Science & Technology Fund, Inc., a Maryland corporation, having its principal office in the City of Baltimore, Maryland (hereinafter called the "Corporation"), hereby certifies to the State Department of Assessments and Taxation of Maryland that:

FIRST: The Charter of the Corporation is hereby amended by deleting subparagraph (viii) "Certificates" of Paragraph E, Article SEVENTH thereof.

SECOND: The Board of Directors of the Corporation, on March 6, 1991, duly adopted a resolution in which was set forth the foregoing amendment of the Charter of the Corporation, declaring that said amendment as proposed was advisable and directing that it be submitted for action thereon by the shareholders of the Corporation at the annual meeting of shareholders to be held on April 18, 1991.

THIRD: Notice setting forth a summary of the change to be effected by said amendment of the Charter, and stating that a purpose of said meeting of shareholders would be to take action thereon, was given, as required by law, to all shareholders entitled to vote thereon.

FOURTH: The amendment of Article SEVENTH of the Charter as hereinabove set forth was approved by the shareholders of the Corporation at said meeting on April 18, 1991, by the affirmative vote of 4,736,889.093 shares of the 9,358,901.843 shares of common stock issued and outstanding, or 50.614% of the votes entitled to be cast thereon, which vote was sufficient to approve such amendment pursuant to the provisions of the Charter of the Corporation which require the approval of a majority of the votes entitled to be cast on any such amendment, notwithstanding any provision of the law requiring a greater proportion.

1

FIFTH: The amendment of the Charter as hereinabove set forth has been duly advised by the Board of Directors and approved by the shareholders of the Corporation.

IN WITNESS WHEREOF, T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC. has caused these presents to be signed in its name and on its behalf by its Vice President, and its corporate seal to be hereunto affixed and attested by its Secretary, on May 1, 1991.

T. ROWE PRICE SCIENCE & TECHNOLOGY

FUND, INC.

By:/s/James S. Riepe

James S. Riepe, Vice President

ATTEST:

/s/Lenora V. Hornung

Lenora V. Hornung, Secretary

STATE OF MARYLAND)

) SS.:

COUNTY OF BALTIMORE)

I HEREBY CERTIFY that on May 1, 1991, before me the subscriber, a Notary Public of the State of Maryland, in and for the City of Baltimore, personally appeared James S. Riepe, Vice President of T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC., a Maryland corporation, and in the name and on behalf of said Corporation acknowledged the foregoing Articles of Amendment to be the corporate act of said Corporation; and at the same time made oath in due form of law that the matters and facts set forth in said Articles of Amendment with respect to the approval of the said amendments are true to the best of his knowledge, information and belief.

WITNESS my hand and notarial seal, the day and year last above written.

/s/Catherine L. Berkenkemper

Catherine L. Berkenkemper

Notary Public

My Commission expires:

October 1, 1991

jalAgmtsAmendArt.S&T

3

EX-99.13 OTH CONTRCT

Custodian Agreement

This Agreement is made as of January 28, 1998 by and between each entity set forth on Appendix A hereto (as such Appendix A may be amended from time to time) which executes a copy of this Agreement (each referre d to herein as the "Fund"), and State Street Bank and Trust Company, a Massachusetts trust company with its principal place of business at 225 Franklin Street, Boston, Massachusetts 02110 (the "Custodian").

Witnesseth:

EX-99.13 OTH CONTRCT

GLOBAL CUSTODY AGREEMENT

This AGREEMENT is effective January 3, 1994, and is between THE CHASE MANHATTAN BANK, N.A. (the "Bank") and EACH OF THE ENTITIES LISTED ON SCHEDULE A HERETO, Individually and Separately (each individually, the "Customer").

1.Customer Accounts.

The Bank agrees to establish and maintain the following accounts ("Accounts"):

(a)A custody account in the name of the Customer ("Custody Account") for any and all stocks, shares, bonds, debentures, notes, mortgages or other obligations for the payment of money, bullion, coin and any certificates, receipts, warrants or other instruments representing rights to receive, purchase or subscribe for the same or evidencing or representing any other rights or interests therein and other similar property whether certificated or uncertificated as may be received by the Bank or its Subcustodian (as defined in Section 3) for the account of the Customer ("Securities"); and

(b)A deposit account in the name of the Customer ("Deposit Account") for any and all cash in any currency received by the Bank or its Subcustodian for the account of the Customer, which cash shall not be subject to withdrawal by draft or check.

The Customer warrants its authority to: 1) deposit the cash and Securities ("Assets") received in the Accounts and 2) give Instructions (as defined in Section 11) concerning the Accounts. The Bank may deliver securities of the same class in place of t hose deposited in the Custody Account.

Upon written agreement between the Bank and the Customer, additional Accounts may be established and separately accounted for as additional Accounts under the terms of this Agreement.

2.Maintenance of Securities and Cash at Bank and Subcustodian Locations.

Unless Instructions specifically require another location acceptable to the Bank:

(a)Securities will be held in the country or other jurisdiction in which the principal trading market for such Securities is located, where such Securities are to be presented for payment or where such Securities are acquired; and

(b)Cash will be credited to an account in a country or other jurisdiction in which such cash may be legally deposited or is the legal currency for the payment of public or private debts.

Cash may be held pursuant to Instructions in either interest or noninterest bearing accounts as may be available for the particular currency. To the extent Instructions are issued and the Bank can comply with such Instructions, the Bank is authorized to maintain cash balances on deposit for the Customer with itself or one of its affiliates at such reasonable rates of interest as may from time to time be paid on such accounts, or in noninterest bearing accounts as the Customer may direct, if acceptable to the Bank.

If the Customer wishes to have any of its Assets held in the custody of an institution other than the established Subcustodians as defined in Section 3 (or their securities depositories), such arrangement must be authorized by a written agreement, signed by the Bank and the Customer.

3.Subcustodians and Securities Depositories.

The Bank may act under this Agreement through the subcustodians listed in Schedule B of this Agreement with which the Bank has entered into subcustodial agreements ("Subcustodians"). The Customer authorizes the Bank to hold Assets in the Accounts in accounts which the Bank has established with one or more of its branches or Subcustodians. The Bank and Subcustodians are authorized to hold any of the Securities in their account with any securities depository in which they participate.

The Bank reserves the right to add new, replace or remove Subcustodians. T he Customer will be given reasonable notice by the Bank of any amendment to Schedule B. Upon request by the Customer, the Bank will identify the name, address and principal place of business of any Subcustodian of the Customer's Assets and the name and address of the governmental agency or other regulatory authority that supervises or regulates such Subcustodian.

4.Use of Subcustodian.

(a)The Bank will identify such Assets on its books as belonging to the Customer.

(b)A Subcustodian will hold such Assets together with assets belonging to other customers of the Bank in accounts identified on such Subcustodian's books as special custody accounts for the exclusive benefit of customers of the Bank.

(c)Any Assets in the Accounts held by a Subcustodian will be subject only to the instructions of the Bank or its agent. Any Securities held in a securities depository for the account of a Subcustodian will be subject only to the instructions of such Subcustodian.

(d)Any agreement the Bank enters into with a Subcustodian for holding its customer's assets shall provide that such assets will not be subject to any right, charge, security interest, lien or claim of any kind in favor of such Subcustodian or its creditors except for a claim for payment for safe custody or administration, and that the beneficial ownership of such assets will be freely transferable without the payment of money or value other than for safe custody or administration.

The foregoing shall not apply to the extent of any special agreement or arrangement made by the Customer with any particular Subcustodian.

5.Deposit Account Transactions.

EX-99.11 OPIN COUNSL

July 28, 2008

T. Rowe Price Science & Technology Fund, Inc.100 East Pratt StreetBaltimore, Maryland 21202

Ladies and Gentlemen:

I am counsel to T. Rowe Price Associates, Inc. As such, I am familiar with the proposed transaction between the T. Rowe Price Science & Technology Fund (the "Acquiring Fund"), and the Developing Technologies Fund (the "Acquired Fund"). This opinion is furnished in connection with the Acquiring Fund`s Registration Statement on Form N-14 under the Securities Act of 1933, as amended (File No.: 033-16567) (the "Registration Statement"), relating to shares of Common Stock, par value $0.01 per share, of the Acquiring Fund (the "Corresponding Shares"), to be issued in connection with the reorganization.

I am of the opinion that, subsequent to the approval of the reorganization in the manner set forth in the definitive proxy statement and prospectus constituting a part of the Registration Statement (the "Combined Proxy Statement and Prospectus"), the Corresponding Shares, upon issuance in the manner referred to in the Registration Statement, for consideration, will be legally issued, fully paid and non-assessable shares of the Acquiring Fund.

I hereby consent to the filing of this opinion as an exhibit to the Registration S tatement and to the use of my name in the Combined Proxy Statement and Prospectus constituting a part thereof.

Very truly yours,

/s/Forrest R. FossForrest R. Foss

EX-99.13 OTH CONTRCT

TRANSFER AGENCY AND SERVICE AGREEMENT

between

T. ROWE PRICE SERVICES, INC.

and

THE T. ROWE PRICE FUNDS

TABLE OF CONTENTS

Page

Article A	Terms of Appointment	2
Article B	Duties of Price Services	3
	1.Services	3
	2.Agreements with Intermediaries	3
	3.Anti-Money Laundering Program	5
Article C	Fees and Expenses	5
Article D	Representations and Warranties of the Price Services	5
Article E	Representations and Warranties of the Fund	6
Article F	Standard of Care/Indemnification	7
Article G	Dual Interests	9
Article H	Documentation	9
Article I	References to Price Services	11
Article J	Compliance with Governmental Rules and Regulations	11
Article K	Ownership of Software and Related Material	12
Article L	Quality Service Standards	12
Article M	As of Transactions	12
Article N	Term and Termination of Agreement	15
Article O	Notice	16
Article P	Assignment	16
Article Q	Amendment/Interpretive Provisions	16
Article R	Further Assurances	17
Article S	Maryland Law to Apply	17
Article T	Merger of Agreement	17
Article U	Counterpar ts	17
Article V	The Parties	17
Article W	Directors, Trustees, Shareholders and Massachusetts Business Trust	18
Article X	Captions	18

SCHEDULE 1APPENDIX A

0

TRANSFER AGENCY AND SERVICE AGREEMENT

AGREEMENT made as of the first day of January, 2008, by and between T. ROWE PRICE SERVICES, INC., a Maryland corporation having its principal office and place of bus iness at 100 East Pratt Street, Baltimore, Maryland 21202 ("Price Services"), and EACH FUND WHICH IS LISTED ON APPENDIXA (as such Appendix may be amended from time to time) and which evidences its agreement to be bound hereby by executing a copy of this Agreement (each such Fund individually hereinafter referred to as "the Fund," whose definition may be found in Article V);

WHEREAS, the Fund desires to appoint Price Services as its transfer agent, dividend disbursing agent and agent in connection with certain other activities, and Price Services desires to accept such appointment;

WHEREAS, Price Services represents that it is registered with the Securities and Exchange Commission as a Transfer Agent under Section 17A of the Securities Exchange Act of 1934 ("`34 Act") and will notify each Fund promptly if such registration is revoked or if any proceeding is commenced before the Securities and Exchange Commission which may lead to such revocation;

WHEREAS, Price Services has the capability of providing shareholder services on behalf of the Funds for the accounts of shareholders in the Funds;

WHEREAS, certain of the Funds are underlying investment options of portfolios of College Savings Programs ("529 Plans") and Price Services has the capability of providing services, on behalf of the Funds, for the accounts of individuals participating in these 529 Plans; and

WHEREAS, certain of the Funds are named investment options under various retirement plans including, but not limited to, individual retirement accounts, SepIRA`s, SIMPLE plans, deferred compensation plans, 403(b) plans, and profit sharing, thrift, and mon ey purchase pension plans for self-employed individuals, individual 401(k)s and professional partnerships and corporations (collectively referred to as "Retirement Plans") and Price Services has the capability of providing services, on behalf of the Funds, for the accounts of shareholders ("Participants") participating in these Retirement Plans ("Retirement Accounts").

NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows:

A.
Terms of Appointment

Subject to the terms and conditions set forth in this Agreement, the Fund hereby employs and appoints Price Services to act, and Price Services agrees to act, as the Fund`s transfer agent, dividend disbu rsing agent and agent in connection with the Fund`s authorized and issued shares of its common stock or shares of beneficial interest (all such stock and shares to be referred to as "Shares") and provide services to shareholders of the Fund ("Shareholders") and beneficial Shareholders as agreed to by the parties.

The parties to the Agreement hereby acknowledge that from time to time, Price Services and T. Rowe Price Trust Company and their affiliates may enter into contracts ("Other Contracts") with employee benefit plans and/or their sponsors and the sponsors of 529 Plans for the provision of certain services to participants of 529 Plans and Retirement Plans. Compensation paid to Price Services pursuant to this Agreement is with respect to the services described herein and not with respect to services provided under Other Contracts.

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In addition, Price Services may subcontract or jointly contract with other parties, including banks, on behalf of the Funds to perform certain of the functions described herein.

B.
Duties of Price Services

1.Services. Price Services agrees that it will perform services set forth on Schedule1 of this Agreement, on behalf of the Fund, in accordance with all applicable rules and regulations; the Fund`s thencurrent prospectus and policies and procedures adopted by Price Services.

2.Agreements with Intermediaries. The Fund authorizes Price Services to enter into agreements with certain third party intermediaries, which include but are not limited to banks, broker-dealers, insurance companies and retirement plan recordkeepers ("Intermediary"), for the following purposes:

Orders To receive orders for Fund shares from beneficial Shareholders (including Plan Participants) and transmit such orders to Price Services in accordance with procedures established by agreement between Price Services and the Intermediary. Receipt of orders by the Intermediary by the close of business on a day the New York Stock Exchange is open shall be deemed receipt of the order by the Fund for that day`s net asset value to the extent permitted by Rule 22c-1 of the Investment Company Act of 1940 ("`40 Act") and the agreement between Price Services and the Intermediary.

22c-2 To comply with Rule 22c-2 of the`40 Act.Price Services shall enter into agreements, on behalf of the Fund, with Intermediaries who hold shares in omnibus accounts for purposes of compliance with Rule 22c-2 of the`40 Act ("Shareholder Information Agreements"). Price Services will monitor the

omnibus accounts for unusual trading activity in accordance with the Fund`s excessive trading procedures and when unusual activity is suspected, pursuant to the Shareholder Information Agreement, Price Services shall request from the Intermediary underlying Shareholder personal and transaction data.Once received, Price Services will review the data to determine if the Fund`s excessive trading policy has been violated. Pursuant to the terms of the Shareholder Information Agreement, if Price Services determines that the Fund`s policy has been violated, Price Services shall instruct the Intermediary to restrict or prohibit future purchases of Fund shares by Shareholders identified by Price Services as having violated the policy.

Redemption Fees.To require the Intermediary to collect and remit redemption fees for applicable Funds. Price Services may enter into Redemption Fee Agreements with Intermediaries holding omnibus accounts in Funds that assess redemption fees, whereby the Intermediary agrees to assess the fees in underlying Shareholder Accounts in accordance with the Fund`s then-current prospectus at the time of the transaction subject to the fee and remit such fees to the Fund on a monthly basis or such other mutually agreed upon time.Price Services may enforce the terms of the Shareholder Information Agreements to determine whether the Intermediary has acted in accordance with the Redemption Fee Agreement.

Administrative Fee Payments. To pay Administrative Fee Payments to Intermediaries or Plans performing administrative (transfer agent) services on behalf of the Fund. The Funds have instituted a program whereby they may, in their discretion, pay an Intermediary or a Plan a fee to compensate the third party for certain expenses incurred as a result of providing administrative services to

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underlying Shareholders of the Funds ("Administrative Fee Payments"). Each Fund authorizes Price Services to enter into, on its behalf, agreements with such Intermediaries or Plans for payment of such Administrative Fee Payments in consideration of such Plan or Intermediary`s performance of services pursuant to the Fund`s Administrative Fee Payment Program. Any payments owed under these Administrative Fee Agreements shall be the obligation of the applicable Fund, not Price Services.

3.Anti-Money Laundering Program. The Funds authorize Price Services to perform, on behalf of the Funds, Anti-Money Laundering ("AML") services in accordance with the Anti-Money Laundering Program adopted by the Funds, including the Fund`s Customer Identification Program. Price Services shall, maintain policies and procedures, and related internal controls, which are consistent with such AML Program.

Price Services is authorized to take, on behalf of the Funds, any action permitted by law and in accordance with the Fund`s AML Program in carrying out its responsibilities under the Fund`s AML Program, including rejecting purchases, freezing Shareholder accounts, restricting certain services, or closing Shareholder accounts if (a) suspicious activity is detected, (b) it is unable to verify the identity of a Shareholder, or (c) a Shareholder matches a government list of known or suspected suspicious persons.

C.
Fees and Expenses.

For the services performed on Schedule 1 of this Agreement, the Funds shall pay such fees and e xpenses as mutually agreed upon by the parties.

D.
Representations and Warranties of Price Services

Price Services represents and warrants to the Fund that:

1.It is a corporation duly organized and existing and in good standing under the laws of Maryland;

2.It is empowered under applicable laws and by its charter and by-laws to enter into and perform this Agreement;

3.All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement;

4.It is registered with the Securities and Exchange Commission as a Transfer Agent pursuant to Section 17A of th e xd4 34 Act; and

5.It has and will continue to have access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.

E.
Representations and Warranties of the Fund

The Fund represents and warrants to Price Services that:

1.It is a corporation or business trust duly organized and existing and in good standing under the laws of Maryland or Massachusetts, as the case may be;

2.It is empowered under applicable laws and by its Articles of Incorporation or Declaration of Trust, as the case may be, and By-Laws to enter into and perform this Agreement;

3.All proceedings required by said Articles of Incorporation or Declaration of Trust, as the case may be, and By-Laws have been taken to authorize it to enter into and perform this Agreement;

4.It is an investment company registered under the`40 Act; and

5.A registration statement under the Securities Act of 1933 ("the xd4 33 Act") is currently effective and will remain effective, and appropriate state securities law filings have been made and will continue to be made, with respect to all Shares of the Fund being offered for sale.

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F.
Standard of Care/Indemnification

Notwithstanding anything to the contrary in this Agreement:

1.Price Services shall not be liable to any Fund for any act or failure to act by it or its agents or subcontractors on behalf of the Fund in carrying or attempting to carry out the terms and provisions of this Agreement provided Price Services has acted in good faith and without negligence or willful misconduct and selected and monitored the performance of its agents and subcontractors with reasonable care.

2.The Fund shall indemnify and hold Price Services harmless from and against all losses, costs , damages, claims, actions and expenses, including reasonable expenses for legal counsel, incurred by Price Services resulting from:(i) any action or omission by Price Services or its agents or subcontractors in the performance of their duties hereunder; (ii) Price Services acting upon instructions believed by it to have been executed by a duly authorized officer of the Fund; or (iii) Price Services acting upon information provided by the Fund in form and under policies agreed to by Price Services and the Fund.Price Services shall not be entitled to such indemnification in respect of actions or omissions constituting negligence or willful misconduct of Price Services or where Price Services has not exercised reasonable care in selecting or monitoring the performance of its agents or subcontractors.

3.Except as provided in Article M of this Agreement, Price Services shall indemnify and hold harmless the Fund from all losses, costs, damages, claims, actions and expenses, including reasonable expenses for legal counsel, incurred by the Fund resulting from the negligence or willful misconduct of Price Services or which result from Price Services` failure to exercise reasonable care in selecting or monitoring the performance of its agents

or subcontractors.The Fund shall not be entitled to such indemnification in respect of actions or omissions constituting negligence or willful misconduct of such Fund or its agents or subcontractors; unless such negligence or misconduct is attributable to Price Services.

4.In determining Price Services` liability, an isolated error or omission will normally not be deemed to constitute negligence when it is determined that:

< /font>Price Services had in place "appropriate procedures;" and

the employee(s) responsible for the error or omission had been reasonably trained and were being appropriately monitored.

No evidence or circumstances have been produced to indicate that the individual who committed the error or omission was functioning in bad faith, gross negligence or willful misconduct at the time of the incident.

It is understood that Price Services is not obligated to have in place separate procedures to prevent each and every conceivable type of error or omission.The term "Appropriate Procedures" shall mean procedures reasonably designed to prevent and detect errors and omissions.In determining the reasonableness of such procedures, we ight will be given to such factors as are appropriate, including the prior occurrence of any similar errors or omissions when such procedures were in place and transfer agent industry standards in place at the time of the occurrence.

5.In the event either party is unable to perform its obligations under the terms of this Agreement because of acts of God, strikes or other causes reasonably beyond its control, such party shall not be liable to the other party for any loss, cost, damage, claim, action or expense resulting from such failure to perform or otherwise from such causes.

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6.In order that the indemnification provisions contained in this Article F shall apply, upon the assertion of a claim for which either party may be required to indemnify the other, the party seeking indemnification shall promptly notify the other party of such assertion, and shall keep the other party advised with respect to all developments concerning such claim.The party who may be required to indemnify shall have the option to participate with the party seeking indemnification in the defense of such claim, or to defend against said claim in its own name or in the name of the other party.The party seeking indemnification shall in no case confess an y claim or make any compromise in any case in which the other party may be required to indemnify it except with the other party`s prior written consent.

7.Neither party to this Agreement shall be liable to the other party for consequential < font style="font-size:10.0pt;" face="Times New" color="Black">damages under any provision of this Agreement.

G.
Dual Interests

It is understood that some per son or persons may be directors, officers, or shareholders of both the Funds and Price Services (including Price Services` affiliates), and that the existence of any such dual interest shall not affect the validity of this Agreement or of any transactions hereunder except as otherwise provided by a specific provision of applicable law.

H.
Documentation

As requested by Price Services, the Fund shall promptly furnish to Price Services the following:

A certified copy of the resolution of the Directors/Trustees of the Fund authorizing the appointment of Price Services and the execution and delivery of this Agreement;

A copy of the Articles of Incorporation or Declaration of Trust, as the case may be, and By-Laws of the Fund and all amendments thereto;

As applicable, specimens of all forms of outstanding and new stock/share certificates in the forms approved by the Board of Directors/Trustees of the Fund with a certificate of the Secretary of the Fund as to such approval;

All account application forms and other docum ents relating to Shareholders` accounts;

An opinion of counsel for the Fund with respect to the validity of the stock, the number of Shares authorized, the status of redeemed Shares, and the number of Shares with respect to which a Registration Statement has been filed and is in effect; and

A copy of the Fund`s current prospectus.

The delivery of any such document for the purpose of any other agreement to which the Fund and Price Services are or were parties shall be deemed to be delivery for the purposes of this Agreement.

As requested by Price Services, the Fund will also furnish from time to time the following documents:

Each resolution of the Board of Directors/Trustees of the Fund authorizing the original issue of its Shares;

Each Registrati on Statement filed with the Securities and Exchange Commission and amendments and orders thereto in effect with respect to the sale of Shares with respect to the Fund;

A certified copy of each amendment to the Articles of Incorporation or Declaration of Trust, and the Byelaws of the Fund;

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Certified copies of each vote of the Board of Directors/Trustees authorizing officers to give instructions to the Transfer Agent;

Such other documents or opinions which Price Services, in its discretion, may reasonably deem necessary or appropriate in the proper performance of its duties; and

Copies of new prospectuses issued.

Price Services hereby agrees to establish and maintain facilities and procedures reasonably acceptable to the Fund for safekeeping of stock certificates, check forms and facsimile signature imprinting devices, if any; and for the preparation or use, and for keeping account of, such certificates, forms and devices.

I.
References to Price Services

Each Fund agrees not to circulate any printed matter which contains any reference to Price Services without the prior approval of Price Services, excepting solely such printed matter that merely identifies Price Services as agent of the Fund. The Fund will submit printed matter requiring approval to Price Services in draft form, allowing sufficient time for review by Price Services and its legal counsel prior to any deadline for printing.

J.
Compliance with Governmental Rules and Regulations

Except as otherwise provided in the Agreement and except for the accuracy of information furnished to the Fund by Price Services, each Fund assumes full responsibility for the preparation, contents and distribution of its prospectuses and compliance with all applicable requirements of the`40 Act, the xd4 34 Act, the xd4 33 Act, and any other laws, rules and regulations of governmental authorities having jurisdiction over the Fund. Price Services shall be responsible for complying with all laws, rules and regulations of governmental authorities having jurisdiction over transfer agents and their activities and cooperating with respect to examinations and requests from such governmental authorities.

K.
Ownership of Software and Related Material

All computer programs, magnetic tapes, written procedures and similar items purchased and/or developed and used by Price Services in performance of the Agreement shall be the property of Price Services and will not become the property of the Fund.

L.
Quality Service Standards

Price Services and the Fund may from time to time agree to certain quality service standards, as well as incentives and penalties with respect to Price Services` hereunder.

M.
As Of Transactions

For purposes of this Article M, the term "Transaction" shall mean any single or "related transaction" (as defined below) involving the purchase or redemption of Shares (including exchanges) that is processed at a time other than the time of the computation of the Fund`s net asset value per share next computed after receipt of any such transaction order by Price Services due to an act or omission of Price Services. "As Of Processing"refers to the processing of these Transactions. All As Of Processing may only be performed in accordance with the requirements of Rule 22c-1 of the`40 Act. Price Services is responsible for monitoring As Of Transactions procedures that set forth the circumstances under which As Of Transactions are permi tted. If more than one Transaction ("Related Transaction") in the Fund is caused by or occurs as a result of the same act or omission, such transactions shall be aggregated with other transactions in the Fund and be considered as one Transaction.

Reporting

Price Services shall:

1.Utilize a system to identify all Transactions, and shall compute the net effect of

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such Transactions upon the Fund on a daily, monthly and rolling 365day basis. The monthly and rolling 365day periods are hereafter referred to as "Cumulative."

2.Supply to the Fund, from time to time as mutually agreed upon, a report summarizing the Transactions and the daily and Cumulative net effects of such Transactions both in terms of aggregate dilution and loss ("Dilution") or gain and negative dilution ("Gain") experienced by the Fund, and the impact such Gain or Dilution has had upon the Fund`s net asset value per Share.

3.With respect to any Transaction which causes Dilution to the Fund of $100,000 or more (unless Price Services fully compensates the Fund for any Dilution), immediately provide the Fund: (i) a report identifying the Transaction and the Dilution resulting therefrom, (ii) the reason such Transaction was processed as described above, and (iii) the action that Price Services has or intends to take to prevent the reoccurrence of such as of processing ("Report").

Liability

1.It will be the normal practice of the Funds not to hold Price Services liable with respect to any Transaction that causes Dilution to any single Fund of less than $25,000. Price Services will, however, closely monitor for each Fund the daily and Cumulative Gain/Dilution that is caused by Transactions of less than $25,000. When the Cumulative Dilution to any Fund exceeds 3/10 of 1% net as set value per share, Price Services, in consultation with counsel to the Fund, will make appropriate inquiry to determine whether it should take any remedial action. Price

Services will report to the Board of Directors/Trustees of the Fund ("Board") any action it has taken.

2.Where a Transaction causes Dilution to a Fund equal to or greater than $25,000 ("Significant Transaction"), but less than $100,000, Price Services will review with Counsel to the Fund the circumstances surrounding the underlying Transaction to determine whether the Transaction was caused by or occurred as a result of a negligent act or omission by Price Services. If it is determined that the Dilution is the result of a negligent action or omission by Price Services, Price Services and outside counsel for the Fund will negotiate settlement. Significant Transactions equal to or greater than $25,000 will be reported to the Audit Committee at least annually (unless the settlement fully compensates the Fund for any Dilution). Any Significant Transaction, however, causing Dilution in excess of the lesser of $100,000 or a penny per share (unless Price Services fully compensates the Fund for any Dilution) will be promptly reported to the Board and resolved at the next scheduled Board Meeting. Settlement for Significant Transactions causing Dilution of $100,000 or more will not be entered into until approved by the Board. For Related Transactions for Funds with more than one class, the amount of Gain or Dilution resulting from an As Of Transaction shall be determined for each class; provided, however, that for purposes of determining Services` liability for reimbursement of Dilution to any class, Gains in one class may be used to offset Dilution in another class of the same Fund.The factors to consider in making any determination regarding the settlement of a Significant Transaction would include but not be limited to:

Procedures and controls adopted by Price Services to prevent As Of Processing;

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Whether such procedures and controls were being followed at the time of the Significant Transaction;

The absolute and relative volume of all transactions processed by Price Services on the day of the Significant Transaction;

The number of Transactions processed by Price Services during prior relevant periods, and the net Dilution/Gain as a result of all such Transactions to the Fund and to all other Price Funds;

The prior response of Price Services to recommendations made by the Funds regarding improvement to Price Services` As Of Processing procedures.

3.In determining Price Services` liability with respect to a Significant Transaction, Section 4 of Article F of this Agreement will be applied.

As Of Transactions - Intermediaries

If an As Of Transaction is performed by an Intermediary, which is designated by the Fund to received orders for Fund Shares, Price Services shall cause such Intermediary to promptly reimburse the Fund for any Dilution caused by such As Of Transaction; provided, however, Price Services shall not be obligated to seek reimbursement from suc h Intermediary if the Dilution is less than $100.

N.
Term and Termination of Agreement

This Agreement shall run for a period of one (1) year from the date first written above and will be renewed from year to year thereafter unless terminated by either party as provided hereunder.

This Agreement may be terminated by the Fund upon one hundred twenty (120) days` written notice to Price Services; and by Price Services, upon three hundred sixty-five (365) days` written notice to the Fund.

Upon termination hereof, the Fund shall pay to Price Services such compensation as may be due as of the date of such termination, and shall likewise reimburse for out-of-pocket expenses related to its services hereunder.

O.
Notice

Any notice as required by this Agreement shall be sufficiently given (i) when sent to an authorized person of the other party at the address of such party set forth above or at such other address as such party may from time to time specify in writing to the other party; or (ii) as otherwise agreed upon by appropriate officers of the parties hereto.

P.
Assignment

Neither this Agreement nor any rights or obligations hereunder may be assigned either voluntarily or involuntarily, by operation of law or otherwise, by either party without the prior written consent of the other party, provided this shall not preclude Price Services from employing such agents and subcontractors as it deems appropriate to carry out its obligations set forth hereunder.

Q.
Amendment/Interpretive Provisions

The parties by mutual written agreement may amend this Agreement at any time. In addition, in connection with the operation of this Agreement, Price Services and the Fund may agree from time to time on such provisions interpretive of or in addition to the provisions of this Agreement as may in their joint opinion be consistent with the general tenor of this Agreement. Any such interpretive or additional provisions are to be signed by all parties and annexed hereto, but no such provision shall contravene any applicable Federal or state law or regulation and no such interpretive or additional provision shall be deemed to be an amendment of this Agreement.

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R.
Further Assurances

Each party agrees to perform such further acts and execute such further documents as are necessary to effectuate the purposes hereof.

S.
Maryland Law to Apply

This Agreement shall be construed and the provisions thereof interpreted under and in accordance with the laws of Maryland.

T.
Merger of Agreement

This Agreement, including the attached Appendices and Schedules supersedes any prior agreement with respect to the subject hereof, whether oral or written.

U.
Counterparts

This Agreement may be executed by the parties hereto on any number of counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instruments.

V.
The Parties

All references herein to "the Fund" are to each of the Funds listed on AppendixA individually, as if this Agreement were between such individual Fund and Price Services.In the case of a series Fund or trust or a separate class of shares, all references to "the Fund" are to the individual series, portfolio or class of such Fund or trust, or to such Fund or trust on behalf of the individual series, portfolio or class as appropriate.The "Fund" also includes any T. Rowe Price Funds that may be established after the execution of this Agreement.Any reference in this

Agreement to "the parties" shall mean Price Services and such other individual Fund as to which the matter pertains.

W.
Directors, Trustees and Shareholders and Massachusetts Business Trust

It is understood and is expressly s tipulated that neither the holders of Shares in the Fund nor any Directors or Trustees of the Fund shall be personally liable hereunder.

With respect to any Fund which is a party to this Agreement and which is organized as a Massachusetts business trust, the term "Fund" means and refers to the trustees from time to time serving under the applicable trust agreement (Declaration of Trust) of such Trust as the same may be amended from time to time. It is expressly agreed that the obligations of any such Trust hereunder shall not be binding upon any of the trustees, shareholders, nominees, officers, agents or employees of the Trust, personally, but bind only the trust property of the Trust, as provided in the Declaration of Trust of the Trust. The execution and delivery of this Agreement has been authorized by the trustees and signed by an authorized officer of the Trust, acting as such, and neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them, but shall bind only the trust property of the Trust as provided in its Declaration of Trust.

X.
Captions

The captions in the Agreement are included for convenience of reference only and in no way define or limit any of the provisions hereof or otherwise affect their construction or effect.

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IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names and on their behalf under their seals by and through their duly authorized officers.

T. ROWE PRICE SERVICES, INC.	T. ROWE PRICE FUNDS
BY: /s/Wayne O`MeliaDATED: 4/7/08	BY: /s/Roger L. Fiery IIIDATED: 4/2/08

SCHEDULE 1

Price Services agrees that it will perform services on behalf of the Funds in accordance with procedures developed and maintained by Price Services, all applicable laws and the Fund`s then-current prospectus.Such services include, but are not limited to, the following:

Establishing Shareholder Accounts

Processing Purchase and Redemption Orders

Receiving and Disbursing Settlement Proceeds

Assessing and Remitting Redemption Fees

Processing Checkwriting Redemptions

Processing Exchange Orders

Processing Fund Mergers and Reorganizations

Processing Transfer of Ownership Orders

Processing Maintenance Requests on Shareholder Accounts

Processing Adjustments in Shareholder Accounts

Handling Returned Checks, ACH Debits and Uncollected Funds

Processing Dividends, Distributions and Other Fund Corporate Actions forShareholder Accounts

Preparing and Filing Shareholder Tax Information

Monitoring and Enforcing the Fund`s Excessive Trading Policy

Performing Lost Shareholder Identification and Searches

Reviewing, Reporting and Remitti ng Abandoned Property

Responding to Shareholder Correspondence

Reporting Lost or Stolen Securities

Maintaining Telephone, VRU and Computer Services to Service ShareholderAccounts

Performing Shareholder Services for High Net Worth Shareholders

Collecting and Remitting Shareholder/Participant Fees

Distributing and Tabulating Fund Proxies

Calculating and Paying Administrative Fee Payments

Prepa ring and Delivering Confirmations, Statements and Tax Forms toShareholders and Participants

Delivering Prospectuses, Shareholder Reports and Other Required Mailings toShareholders

Maintaining Books and Records for the Fund

Recording Authorized Issued and Outstanding Shares

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Coordinating with Independent Public Accountants for Reviews and Audits

Maintaining and Providing Information Necessary for the Completion of FormNSAR & N-CSR

Reporting Blue Sky Information to the Fund

Furnishing Other Information to the Fund

Performing Functions for Compliance with the Fund`s Anti-Money LaunderingProgram

Performing Bank Reconciliation Process

Performing Such Other Services as Mutually Agreed Upon by Both Parties

APPENDIX A

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.T. Rowe Price Blue Chip Growth Fund--Advisor ClassT. Rowe Price Blue Chip Growth Fund-R Class

T. ROWE PRICE CALIFORNIA TAXFREE INCOME TRUSTCalifornia Tax< /font>Free Bond FundCalifornia TaxFree Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUNDT. Rowe Price Capital Appreciation Fund--A dvisor Class

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.T. Rowe Price Capital Opportunity Fund--Advisor ClassT. Rowe Price Capital Opportunity Fund--R Class

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVE RSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.T. Rowe Price Dividend Growth Fund--Advisor Class

T. ROWE PRICE EQUITY INCOME FUNDT. Rowe Price Equity Income Fund--Advisor ClassT. Rowe Price Equity Income Fund--R Class

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T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Blue Chip Growth Portfolio-IIT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Income Portfolio-IIT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Health Sciences Portfolio-IIT. Rowe Price MidCap Growth PortfolioT. Rowe Price Mid-Cap Growth Portfolio-IIT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price LimitedTerm Bond PortfolioT. Rowe Price Limited-Term Bond Portfolio--IIT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.T. Rowe Price Growth Stock Fund--Advisor ClassT. Rowe Price Growth Stock Fund--R Class

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.T. Rowe Price High Yield Fund--Advisor Class

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large-Cap Value FundT. Rowe Price Institutional Large-Cap Core Growth Fund T. Rowe Price Institutional LargeCap Growth FundT. Rowe Price Institutional LargeCap Value FundT. Rowe Price Institutional MidCap Equity Growth FundT. Rowe Price Institutional SmallCap Stock FundT. Rowe Price Institutional U.S. Structured Research Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional Floating Rate FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity FundT. Rowe Price Institutional International Bond Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price Africa & Middle East FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price European Stock FundT. Rowe Price Global Stock FundT. Rowe Price Global Stock Fund--Advisor ClassT. Rowe Price International Bond FundT. Rowe Price International Bond Fund--Advisor ClassT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income Fund< br>T. Rowe Price International Growth & Income Fund--Advisor ClassT. Rowe Price International Growth & Income Fund--R ClassT. Rowe Price International Stock FundT. Rowe Price International Stock Fund--Advisor ClassT. Rowe Price International Stock Fund--R ClassT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

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T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MIDCAP GROWTH FUND, INC.T. Rowe Price MidCap Growth Fund--Advisor ClassT. Rowe Price Mid-Cap Growth Fund--R Class

T. ROWE PRICE MIDCAP VALUE FUND, INC.T. Rowe Price Mid-Cap Value Fund--Advisor ClassT. Rowe Price Mid-Cap Value Fund--R Class

T. ROWE PRICE NEW AMERICA GROWTH FUNDT. Rowe Price New America Growth Fund--Advisor Class

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUND, INC.

T. ROWE PRICE NEW INCOME FUND, INC.T. Rowe Price New Income Fund--Advisor ClassT. Rowe Price New Income Fund--R Class

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.T. Rowe Price Real Estate Fund--Advisor Class

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2005 Fund--Advisor ClassT. Rowe Price Retirement 2005 Fund--R ClassT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2010 Fund--Advisor ClassT. Rowe Price Retirement 2010 Fund--R ClassT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2015 Fund--Advisor ClassT. Rowe Price Retirement 2015 Fund--R ClassT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2020 Fund--Advisor ClassT. Rowe Price Retirement 2020 Fund--R ClassT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2025 Fund--Advisor ClassT. Rowe Price Retirement 2025 Fund--R ClassT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2030 Fund--Advisor ClassT. Rowe Price Retirement 2030 Fund--R ClassT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2035 Fund--Advisor ClassT. Rowe Price Retirement 2035 Fund--R ClassT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2040 Fund--Advisor ClassT. Rowe Price Retirement 2040 Fund--R ClassT. Rowe Pri ce Retirement 2045 FundT. Rowe Price Retirement 2045 Fund--Advisor ClassT. Rowe Price Retirement 2045 Fund--R ClassT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2050 Fund--Advisor ClassT. Rowe Price Retirement 2050 Fund--R ClassT. Rowe Price Retirement 2055 FundT. Rowe Price Retirement 2055 Fund--Advisor ClassT. Rowe Price Retirement 2055 Fund--R ClassT. Rowe Price Retirement Income FundT. Rowe Price Retirement Income Fund--Advisor ClassT. Rowe Price Retirement Income Fund--R Class

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.T. Rowe Price Science & Technology Fund--Advisor Class

T. ROWE PRICE SHORTTERM BOND FUND, INC.T. Rowe Price Short-Term Bond Fund--Advisor Class

26

T. ROWE PRICE SHORT-TERM INCOME FUND, INC

T. ROWE PRICE SMALLCAP STOCK FUND, INC.T. Rowe Price SmallCap Stock Fund--Advisor Class

T. ROWE PRICE SMALLCAP VALUE FUND, INC.T. Rowe Price SmallCap Value Fund--Advisor Class

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAXFREE INCOME TRUSTGeorgia TaxFree Bond FundMaryland ShortTerm TaxFree Bond FundMaryland TaxFree Bond FundMaryland TaxFree Money Fund New Jersey TaxFree Bond FundNew York TaxFree Bond FundNew York TaxFree Money FundVirginia TaxFree Bond Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Income FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Money Market Fund

T. ROWE PRICE TAXEFFICIENT FUNDS, INC.T. Rowe Price TaxEfficient Balanced FundT. Rowe Price TaxEfficient Growth FundT. Rowe Price TaxEfficient MultiCap Growth Fund

T. ROWE PRICE TAXEXEMPT MONEY FUND, INC.

T. ROWE PRICE TAXFREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAXFREE INCOME FUND, INC.T. Rowe Price Tax-Free Income Fund--Advisor Class

T. ROWE PRICE TAXFREE SHORT-INT ERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury LongTerm FundU.S. Treasury Money Fund

T. ROWE PRICE VALUE FUND, INC.T. Rowe Price Value Fund--Advisor Class

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AMENDMENT NO. 1

TRANSFER AGENCY AND SERVICE AGREEMENT

Between

T. ROWE PRICE SERVICES, INC.

And

THE T. ROWE PRICE FUNDS

The Transfer Agency and Service Agreement of January 1, 2008, between T. Rowe Price Services, Inc., and each of the Parties listed on Appendix A thereto is hereby amended, as of February 6, 2008 by adding thereto T. Rowe Price Institutional International Funds, Inc., on behalf of T.Rowe Price Institutional Africa & Middle East Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.< font style="font-size:12.0pt;" face="Times New Roman" color="Black">
T. Rowe Price Blue Chip Growth Fund--Advisor ClassT. Rowe Price Blue Chip Growth Fund-R Class

T. ROWE PRICE CALIFORNIA TAXFREE INCOM E TRUSTCalifornia TaxFree Bond FundCalifornia TaxFree Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUNDT. Rowe Price Capital Appreciation Fund--Advisor Class

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.T. Rowe Price Capital Opportunity Fund--Advisor ClassT. Rowe Price Capital Opportunity Fund--R Class

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.T. Rowe Price Dividend Growth Fund--Advisor Class

T. ROWE PRICE EQUITY INCOME FUNDT. Rowe Price Equity Income Fund--Advisor ClassT. Rowe Price Equity Income Fund--R Class

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Blue Chip Growth Portfolio-IIT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Income Portfolio-IIT. Rowe Price Equity Index 500 PortfolioT . Rowe Price Health Sciences PortfolioT. Rowe Price Health Sciences Portfolio-IIT. Rowe Price MidCap Growth PortfolioT. Rowe Price Mid-Cap Growth Portfolio-IIT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price LimitedTerm Bond PortfolioT. Rowe Price Limited-Term Bond Portfolio--IIT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.T. Rowe Price Growth Stock Fund--Advisor ClassT. Rowe Price Growth Stock Fund--R Class

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.T. Rowe Price High Yield Fund--Advisor Class

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

30

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large-Cap Value FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional LargeCap Growth FundT. Rowe Price Institutional LargeCap Value FundT. Rowe Price Institutional MidCap Equity Growth FundT. Rowe Price Institutional SmallCap Stock FundT. Rowe Price Institutional U.S. Structured Research Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus FundT. Rowe Price Institutional Floating Rate FundT. Rowe Price Institutio nal High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Africa & Middle East FundT. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity FundT. Rowe Price Institutional International Bond Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price Africa & Middle East FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price European Stock FundT. Rowe Price Global Stock FundT. Rowe Price Global Stock Fund--Advisor ClassT. Rowe Price International Bond FundT. Rowe Price International Bond Fund--Advisor ClassT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income FundT. Rowe Price International Growth & Income Fund--Advisor ClassT. Rowe Price International Growth & Income Fund--R ClassT. Rowe Price International Stock FundT. Rowe Price International Stock Fund--Advisor ClassT. Rowe Price International Stock Fund--R ClassT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MIDCAP GROWTH FUND, INC.T. Rowe Price MidCap Growth Fund--Advisor ClassT. Rowe Price Mid-Cap Growth Fund--R Class

T. ROWE PRICE MIDCAP VALUE FUND, INC.T. Rowe Price Mid-Cap Value Fund--Advisor ClassT. Rowe Price Mid-Cap Value Fund--R Class

T. ROWE PRICE NEW AMERICA GROWTH FUNDT. Rowe Price New America Growth Fund--Advisor Class

T. ROWE PRICE NEW ERA FUND, INC.

32

T. ROWE PRICE NEW HORIZONS FUND, INC.

T. ROWE PRICE NEW INCOME FUND, INC.T. Rowe Price New Income Fund--Advisor ClassT. Rowe Price New Income Fund--R Class

EX-99.13 OTH CONTRCT

AGREEMENT
< /b>betweenT. ROWE PRICE ASSOCIATES, INC.andTHE T. ROWE PRICE FUNDSforFUND ACCOUNTING SERVICES

TABLE OF CONTENTS

Page

Article A	Terms of Appointment/Duties of Price Associates	1
Article B	Fees and Expenses	3
Article C	Representations and Warranties of Price Associates	3
Article D	Representations and Warranties of the Fund	4
Article E	Ownership of Software and Related Material	4
Article F	Quality Service Standards	4
Article G	Standard of Care/Indemnification	4
Article H	Dual Interests	7
Article I	Documentation	7
Article J	Recordkeeping/Confidentiality	7
Article K	Compliance with Governmental Rules and Regulations	8
Article L	Term and Termination of Agreement	8
Article M	Notice	8
Article N	Assignment	9
Article O	Amendment/Interpretive Provisions	9
Article P	Further Assurances	9
Article Q	Maryland Law to Apply	9
Article R	Merger of Agreement	9
Article S	Counterparts	10
Article T	The Parties	10
Article U	Directors, Trustee and Shareholders and Massachusetts Business Trust	10
Article V	Captions	11

0

AGREEMENT made as of thefirstday of January, 2008, by and between T. ROWE PRICE ASSOCIATES, INC., a Maryland corporation having its principal office and place of business at 100East Pratt Street, Baltimore, Maryland 21202 ("Price Associates"), and each Fund which is listed on AppendixA (as such Appendix may be amended from time to time) and which evidences its agreement to be bound hereby by executing a copy of this Agreement (each such Fund individually hereinafter referred to as < b>"the Fund", whose definition may be found in ArticleT);

WHEREAS, Price Associates has the capability of providing the Funds with certain accounting services ("Accounting Services");

WHEREAS, the Fund desires to appoint Price Associates to provide these Accounting Services and Price Associates desires to accept such appointment; and

WHEREAS, the Board of Directors/Trustees of the Fund (the "Board") has authorized the Fund to utilize various pricing services for the purpose of providing to Price Associates securities prices for the calculation of the Fund`s net asset value.

NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties hereto agree as follows:

A.
Terms of Appointment/Duties of Price Associates

Subject to the terms and conditions set forth in this Agreement, the Fund hereby employs and appoints Price Associates to provide, and Price Associates agrees to provide, the Accounting Services set forth in this Section A. It is agreed by the parties that Price Associates may subcontract or jointly contract with other parties, on behalf of the Funds, to perform certain of the functions and services described herein.

1.Maintain for each Fund a daily trial balance, a general ledger, subsidiary records and capital stock accounts;

2.Maintain for each Fund an investment ledger, including amortized bond, foreign dollar denominated costs and securities on loan where applicable;

3.Maintain for each Fund all records relating to the Fund`s income and expenses;

4.Provide for the daily valuation of each Fund`s portfolio securities and the computation of each Fund`s daily net asset value per share ("NAV"). Such daily valuations shall be made in accordance with the valuation policies established by each of the Fund's Board including, but not limited to, the utilization of such pricing valuation sources and/or pricing services as determined by the Boards.

Price Associates shall have no liability for any losses or damages incurred by the Fund as a result of erroneous portfolio security evaluations provided by such designated sources and/or pr icing services; provided that, Price Associates reasonably believes the prices are accurate, has adhered to its normal verification control procedures, and has otherwise met the standard of care as set forth in Article G of this Agreement;

5.Provide daily cash flow and transaction status information to each Fun d`s adviser;

6.Authorize the payment of Fund expenses, either through instruction of custodial bank or utilization of custodian`s automated transfer system;

7.Prepare for each Fund such financial information that is reasonably necessary for shareholder reports, reports to the Board and to the officers of the Fund, reports to the Securities and Exchange Commission ("SEC"), the Internal Revenue Service ("IRS") and other Federal and state regulatory agencies;

8.Provide each Fund with such advice that may be reasonably necessary to properly account for all financial transactions and to maintain the Fund's accounting procedures and records so as to insure compliance with generally accepted accounting and tax practices and rules;

2

9.Maintain for each Fund all records that may be reasonably required in connection with the audit performed by each Fund's independent accountant, the SEC, the IRS or such other Federal or state regulatory agencies; and

< font style="font-size:12.0pt;" face="Times New Roman" color="Black">10.Cooperate with each Fund`s independent public accountants and take all reasonable action in the performance of its obligations under the Agreement to assure that the necessary information is made available to such accountants for the expression of their opinion without any qualification as to the scope of their examination including, but not limited to, their opinion included in each such Fund`s annual report on Form N-CSR and annual amendment to Form N-1A.

11.Maintain adequate internal controls over financial reporting to provide complete and accurate financial information and disclosures that are certified by officers of the Funds. Provide sub-certifications, as requested by the officers of the Funds, for the adequacy of such controls and the completeness and accuracy of information included in Form N-CSR, Form N-Q, or any other form that may require certification.

B.
Fees and Expenses

For the accounting services performed hereunder, the Fund shall pay the fees and expenses as mutually agreed upon by both parties.

C.
Representations and Warrantees of Price Associates

Price Associates represents and warrants to the Fund t hat:

1.It is a corporation duly organized and existing in good standing under the laws of Maryland.

2.It is duly qualified to carry on its business in Maryland.

3.It is empowered under applicable laws and by its charter and By-Laws to enter into and perform this Agreement.

4.All requisite corporate proceedings have been taken to authorize it to enter into and perform this Agreement.

5.It has, and will continue to have, access to the necessary facilities, equipment and personnel to perform its duties and obligations under this Agreement.

D.
Representations and Warranties of the Fund

The Fund represents and warrants to Price Associates that:

1.It is a corporation or business t rust, as the case may be, duly organized and existing and in good standing under the laws of Maryland or Massachusetts, as the case may be.

2.It is empowered under applicable laws and by its Articles of Incorporation or Declaration of Trust, as the case may be, and By-Laws and all required proceedings have been taken to authorize it to enter into and perform this Agreement.

E.
Ownership of Software and Related Material

All computer programs, magnetic tapes, written procedures, and similar items purchased and/or developed and used by Price Associates in performance of this Agreement shall be the property of Price Associates and will not become the property of the Funds.

F.
Quality Service Standards

Price Associates and the Fund may, from time to time, agree to certain quality service standards, with respect to Price Associates` services hereunder.

G.
Standard of Care/Indemnification

Notwithstanding anything to the contrary in this Agreement:

1.Where an NAV error results in loss or dilution to a Fund of less than $10,000, the determination of liability for the error will be made by Price Associates. Where an NAV error results in loss or dilution to a Fund of $10,000 or more but less than $100,000, liability for the error will be resolved through negotiations between Fund Counsel and Price Associates. Where an NAV error results in loss or dilution to a Fund of the lesse r of 1/2 of 1% of NAV or $100,000

4

or more, the error will be promptly reported to the Board (unless the Fund is fully compensated for the loss or dilution), provided that final settlement with respect to such errors will not be made until approved by the Board. For Funds with more than one class, the amount of loss or dilution resulting from an NAV error shall be determined for each class; provided, however, that for purposes of determining Price Associates` liability for reimbursement of loss or dilution to any class, gains in one class may be used to offset loss or dilution in another class of the same Fund where the NAV errors resulted from the same act or omission. A summary of all NAV errors and their effect on the Funds will be reported to the Funds` Audit Committee on an annual basis. In determining the liability of Price Associates for an NAV error, an error or omission will not be deemed to constitute negligence when it is determined that:

Price Associates had in place "appropriate procedures and an adequate system of internal controls;"

the employee(s) responsible for the error or omission had been reasonably tr ained and was being appropriately monitored; and

no evidence or circumstances have been produced to indicate that the individual who committed the error or omission was functioning in bad faith, with gross negligence or willful misconduct at the time of the incident.

It is understood that Price Associates is not obligated to have in place separate procedures to prevent each and every conceivable type of error or omission. The term "appropriate procedures and adequate system of internal controls" shall mean procedures and controls reasonably designed to prevent and detect errors and omissions. In determining the reasonableness of such procedures and controls, weight will be given to such factors as are appropriate, including the prior occurrence of any similar errors or omissions when such procedures and controls were in place and fund accounting industry standards in place at the time of the error.

2.The Fund shall indemnify and hold Price Associates harmless from and against all losses, costs, damages, claims, actions, and expenses, including reasonable expenses for l egal

counsel, incurred by Price Associates resulting from: (i) any action or omission by Price Associates or its agents or subcontractors in the performance of their duties hereunder; (ii) Price Associates acting upon instructions believed by it to have been executed by a duly authorized officer of the Fund; or (iii) Price Associates acting upon information provided by the Fund in form and under policies agreed to by Price Associates and the Fund. Price Associates shall not be enti tled to such indemnification in respect of actions or omissions constituting negligence or willful misconduct of Price Associates or where Price Associates has not exercised reasonable care in selecting or monitoring the performance of its agents or subcontractors.

3.Price Associates shall indemnify and hold ha rmless the Fund from all losses, costs, damages, claims, actions and expenses, including reasonable expenses for legal counsel, incurred by the Fund resulting from the negligence or willful misconduct of Price Associates or which result from Price Associates` failure to exercise reasonable care in selecting or monitoring the performance of its agents or subcontractors. The Fund shall not be entitled to such indemnification with respect to actions or omissions constituting negligence or willful misconduct of such Fund or its agents or subcontractors; unless suc h negligence or misconduct is attributable to Price Associates.

4.In the event either party is unable to perform its obligations under the terms of this Agreement because of acts of God, strikes or other causes reasonably beyond its co ntrol, such party shall not be liable to the other party for any loss, cost, damage, claim, action or expense resulting from such failure to perform or otherwise from such causes.

5.In order that the indemnification provisions contained in this Article G shall apply, upon the assertion of a claim for which either party may be required to indemnify the other, the party seeking indemnification shall promptly notify the other party of such assertion, and shall keep the other party advised with respect to all developments concerning such claim. The party who may be required to indemnify shall have the option to participate with the party seeking indemnification in the defense of such claim, or to defend against said claim in its own name or in

6

the name of the other party. The party seeking indemnification shall in no case confess any claim or make any compromise in any case in which the other party may be required to indemnify it except with the other party`s prior written consent.

6.Neither party to this Agreement shall be liable to the other party for consequential damages under any provision of this Agreement.

H.
Dual Interests

It is understood that some person or persons may be directors, officers, or shareholders of both the Fund and Price Associates (including Price Associates` affiliates), and that the existence of any such dual interest shall not affect the validity of this Agreement or of any transactions hereunder except as otherwise provided by a specific provision of applicable law.

I.
Documentation

As requested by Price Associates, the Fund shall promptly furnish to Price Associates such documents as it may reasonably request and as are necessary for Price Associates to carry out its responsibilities hereunder.

J.
Rec ordkeeping/Confidentiality

1.Price Associates shall keep records relating to the services to be performed hereunder, in the form and manner as it may deem advisable, provided that Price Associates shall keep all records in such form and in such manner as required by applicable l aw, including the Investment Company Act of 1940 ("the xd4 40 Act") and the Securities Exchange Act of 1934 ("the xd4 34 Act").

2.Price Associates and the Fund agree that all books, records, information and data pertaining to the business of the other party which are exchanged or received pursuant to the negotiation or the carrying out of this Agreement shall remain confidential, and shall not be voluntarily disclosed to any other person, except: (a)after prior notification to and approval in writing by the other party hereto, which approval shall not be unreasonably withheld and may not

be withheld where Price Associates or Fund may be exposed to civil or criminal contempt proceedings for failure to comply; (b) when requested to divulge such information by duly constituted governmental authorities; or (c) after so requested by the other party hereto.

K.
Compliance with Governmental Rules and Regulations

Except as otherwise provided in the Agreement and except for the accuracy of information furnished to the Funds by Price Associates, each Fund assumes full responsibility for the preparation, contents and distribution of its prospectuses, and for complying with all applicable requirements of the Act, the xd4 34 Act, the Securities Act of 1933 ("the xd4 33 Act"), and any laws, rules and regulations of governmental authorities having jurisdiction over the Funds.

L.
Term and Termination of Agreement

1.This Agreement shall run for a period of one (1) year from the date first written above and will be renewed from year to year thereafter unless terminated by either party as provided hereunder.

2.This Agreement may be terminated by the Fund upon sixty (60) days` written notice to Price Associates; and by Price Associates, upon three hundred sixty-five (365) days` written notice to the Fund unless a shorter termination period is mutually agreed upon by the parties.

3.Upon termination hereof, the Fund shall pay to Price Associates such compensation as may be due as of the date of such termination, and shall likewise reimburse for out-of-pocket expenses related to its services hereunder.

M.
Notice

Any notice as required by this Agreement shall be sufficiently given (i) when sent to an authorized person of the other party at the address of such party set forth above or at such other address as such party may from time to time specify in writing to the other party; or (ii) as otherwise agreed upon by appropriate officers of the parties hereto.

8

N.
Assignment

Neither this Agreement nor any rights or obligations hereunder may be assigned either voluntarily or involuntarily, by operation of law or otherwise, by either party without the prior written consent of the other party, provided this shall not preclude Price Associates from employing such agents and subcontractors as it deems appropriate to carry out its obligations set forth hereunder.

O.
Amendment/Interpretive Provisions

The parties by mutual written agre ement may amend this Agreement at any time. In addition, in connection with the operation of this Agreement, Price Associates and the Fund may agree from time to time on such provisions interpretive of or in addition to the provisions of this Agreement as may in their joint opinion be consistent with the general tenor of this Agreement. Any such interpretive or additional provisions are to be signed by all parties and annexed hereto, but no such provision shall contravene any applicable Federal or state law or regulation and no such interpretive or additional provision shall be deemed to be an amendment of this Agreement.

P.
Further Assurances

Each party agrees to perform such further acts and execute such further documents as are necessary to effectuate the purposes hereof.

Q.
Maryland Law to Apply

This Agreement shall be construed and the provisions thereof interpreted under and in accordance with the laws of Maryland.

R.
Merger of Agreement

This Agreement, including the attached Appendix and Schedule supersedes any prior agreement with respect to the subject hereof, whether oral or written.

S.
Counterparts

This Agreement may be executed by the parties hereto on any number of counterparts, and all of said counterparts taken together shall be deemed to constitute one and the same instruments.

T.
The Parties

All references herein to "the Fund" are to each of the Funds listed on AppendixA individually or any class thereof, as if this Agreement were between such individual Fund and Price Associates. In the case of a series Fund or trust or a separate class of shares, all references to "the Fund" are to the individual series, portfolio or class of such Fund or trust, or to such Fund or trust on behalf of the individual series, portfolio or class, as appropriate. The "Fund" also includes any T. Rowe Price Funds that may be established after the execution of this Agreement. Any reference in this Agreement to "the parties" shall mean Price Associates and such other individual Fund as to whic h the matter pertains.

U.
Directors, Trustees and Shareholders and Massachusetts Business Trust

It is understood and is expressly stipulated that neither the holders of shares in the Fund nor any Directors or Trustees of the Fund shall be personally liable hereunder.

With respect to any Fund which is a party to this Agreement and which is organized as a Massachusetts business trust, the term "Fund" means and refers to the trustees from time to time serving under the applicable trust agreement (Declaration of Trust) of such Trust as the same may be amended from time to time. It is expressly agreed that the obligations of any such Trust hereunder shall not be binding upon any of the trustees, shareholders, nominees, officers, agents or employees of the Trust, personally, but bind only the trust property of the Trust, as provided in the Declaration of Trust of the Trust. The execution and delivery of this Agreement has been

10

authorized by the trustees and signed by an authorized officer of the Trust, acting as such, and neither such authorization by such Trustees nor such execution and delivery by such officer shall be deemed to have been made by any of them, but shall bind only the trust property of the Trust as provided in its Declaration of Trust.

V.
Captions

The captions in the Agreement are included for convenience of reference only and in no way define or limit any of the provisions hereof or otherwise affect their construction or effect.

IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in their names and on their behalf under their seals by and through their duly authorized officers.

T. ROWE PRICE ASSOCIATES, INC.	T. ROWE PRICE FUNDS
BY: /s/Wayne O`MeliaDATED: 4/7/08	BY: /s/Roger L. Fiery IIIDATED: 4/2/08

APPENDIX A

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.T. Rowe Price Blue Chip Growth Fund--Advisor ClassT. Rowe Price Blue Chip Growth Fund-R Class

T. ROWE PRICE CALIFORNIA TAXFREE INCOME TRUSTCalifornia Tax< /font>Free Bond FundCalifornia TaxFree Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUNDT. Rowe Price Capital Appreciation Fund--A dvisor Class

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.T. Rowe Price Capital Opportunity Fund--Advisor ClassT. Rowe Price Capital Opportunity Fund--R Class

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIFIED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVE RSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.T. Rowe Price Dividend Growth Fund--Advisor Class

T. ROWE PRICE EQUITY INCOME FUNDT. Rowe Price Equity Income Fund--Advisor ClassT. Rowe Price Equity Income Fund--R Class

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Blue Chip Growth Portfolio-IIT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Income Portfolio-IIT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Health Sciences Portfolio-II T. Rowe Price MidCap Growth PortfolioT. Rowe Price Mid-Cap Growth Portfolio-IIT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

12

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price LimitedTerm Bond PortfolioT. Rowe Price Limited-Term Bond Portfolio-IIT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.T. Rowe Price Growth Stock Fund--Advisor ClassT. Rowe Price Growth Stock Fund--R Class

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.T. Rowe Price High Yield Fund--Advisor Class

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large Cap Value FundT. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional LargeCap Growth FundT. Rowe Price Institutional LargeCap Value FundT. Rowe Price Institutional MidCap Equity Growth FundT. Rowe Price Institutional SmallCap Stock FundT. Rowe Price Institutional U.S. Structured Research Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus Fund T. Rowe Price Institutional Floating Rate FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional G lobal Equity FundT. Rowe Price Institutional International Bond Fund

T. ROWE PRICE INTERNATIONAL FUNDS, INC.T. Rowe Price Africa & Middle East FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price European Stock FundT. Rowe Price Global Stock FundT. Rowe Price Global Stock Fund--Advisor ClassT. Rowe Price International Bond Fund T. Rowe Price International Bond Fund--Advisor ClassT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income FundT. Rowe Price International Growth & Income Fund-- Advisor ClassT. Rowe Price International Growth & Income Fund--R ClassT. Rowe Price International Stock FundT. Rowe Price International Stock Fund--Advisor ClassT. Rowe Price International Stock Fund--R ClassT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MIDCAP GROWTH FUND, INC.T. Rowe Price MidCap Growth Fund--Advisor ClassT. Rowe Price Mid-Cap Growth Fund--R Class

T. ROWE PRICE MIDCAP VALUE FUND, INC.T. Rowe Price Mid-Cap Value Fund--Advisor ClassT. Rowe Price Mid-Cap Value Fund--R Class

14

T. ROWE PRICE NEW AMERICA GROWTH FUNDT. Rowe Price New America Growth Fund--Advisor Class

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUND, INC.

T. ROWE PRICE NEW INCOME FUND, INC.T. Rowe Price New Income Fund--Advisor ClassT. Rowe Price New Income Fund--R Class

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.T. Rowe Price Real Estate Fund--Advisor Class

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2005 Fund--Advisor ClassT. Rowe Price Retirement 2005 Fund--R ClassT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2010 Fund--Advisor ClassT. Rowe Price Retirement 2010 Fund--R ClassT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2015 Fund- - -Advisor ClassT. Rowe Price Retirement 2015 Fund--R ClassT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2020 Fund--Advisor ClassT. Rowe Price Retirement 2020 Fund--R ClassT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2025 Fund--Advisor ClassT. Rowe Price Retirement 2025 Fund--R ClassT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2030 Fund--Advisor ClassT. Rowe Price Retirement 2030 Fund--R ClassT. Rowe Price Retirement 2035 Fund

T. Rowe Price Retirement 2035 Fund--Advisor ClassT. Rowe Price Retirement 2035 Fund--R ClassT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2040 Fund--Advisor ClassT. Rowe Price Retirement 2040 Fund--R ClassT. Rowe Price Retirement 2045 FundT. Rowe Price Retirement 2045 Fund--Advisor ClassT. Rowe Price Retirement 2045 Fund--R ClassT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2050 Fund--Advisor ClassT. Rowe Price Retirement 2050 Fund--R ClassT. Rowe Price Retirement 2055 FundT. Rowe Price Retirement 2055 Fund--Advisor ClassT. Rowe Price Retirement 2055 Fund--R ClassT. Rowe Price Retirement Income FundT. Rowe Price Retirement Income Fund--Advisor ClassT. Rowe Price Retirement Income Fund--R Class

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.T. Rowe Price Science & Technology Fund--Advisor Class

T. ROWE PRICE SHORTTERM BOND FUND, INC.T. Rowe Price Short-Term Bond Fund--Advisor Class

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

T. ROWE PRICE SMALL CAP STOCK FUND, INCT. Rowe Price Small-Cap Stock Fund-Advisor Class

T. ROWE PRICE SMALLCAP VALUE FUND, INC.T. Rowe Price SmallCap Value Fund--Advisor Class

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

< p>

T. ROWE PRICE STATE TAXFREE INCOME TRUSTGeorgia TaxFree Bond FundMaryland ShortTerm TaxFree Bond FundMaryland TaxFree Bond FundMaryland TaxFree Money FundNew Jersey TaxFree Bond FundNew York Tax-Free Bond FunsNew York TaxFree Money FundVirginia TaxFree Bond Fund

16

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Income FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Money Market Fund

T. ROWE PRICE TAXEFFICIENT FUNDS, INC.T. Rowe Price TaxEfficient Balanced FundT. Rowe Price TaxEfficient Growth FundT. Rowe Price TaxEfficient MultiCap Growth Fund

T. ROWE PRICE TAXEXEMPT MONEY FUND, INC.

T. ROWE PRICE TAXFREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAXFREE INCOME FUND, INC.T. Rowe Price Tax-Free Income Fund--Advisor Class

T. ROWE PRICE TAXFREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury LongTerm FundU.S. Treasury Money Fund

T. ROWE PRICE VALUE FUND, INC.T. Rowe Price Value Fund--Advisor Class

AMENDMENT NO. 1

AGREEMENT

between

T. ROWE PRICE ASSOCIATES, INC.

and

THE T. ROWE PRICE FUNDS

for

FUND ACCOUNTING SERVICES

The Agreement for Fund Accounting Services o f January 1, 2008, between T. Rowe Price Associates, Inc. and each of the Parties listed on Appendix A thereto is hereby amended, as of February 6, 2008, by adding thereto T. Rowe Price Institutional International Funds, Inc., on behalf of T. Rowe Price Institutional Africa & Middle East Fund.

T. ROWE PRICE BALANCED FUND, INC.

T. ROWE PRICE BLUE CHIP GROWTH FUND, INC.T. Rowe Price Blue Chip Growth Fund--Advisor ClassT. Rowe Price Blue Chip Growth Fund-R Class

T. ROWE PRICE CALIFORNIA TAXFREE INCOME TRUSTCalifornia TaxFree Bond FundCalifornia TaxFree Money Fund

T. ROWE PRICE CAPITAL APPRECIATION FUNDT. Rowe Price Capital Appreciation Fund--Advisor Class

T. ROWE PRICE CAPITAL OPPORTUNITY FUND, INC.T. Rowe Price Capital Opportunity Fund--Advisor ClassT. Rowe Price Capital Opportunity Fund--R Class

T. ROWE PRICE CORPORATE INCOME FUND, INC.

T. ROWE PRICE DEVELOPING TECHNOLOGIES FUND, INC.

T. ROWE PRICE DIVERSIF IED MID-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVERSIFIED SMALL-CAP GROWTH FUND, INC.

T. ROWE PRICE DIVIDEND GROWTH FUND, INC.T. Rowe Price Dividend Growth Fund--Advisor Class

T. ROWE PRICE EQUITY INCOME FUNDT. Rowe Price Equity Income Fund--Advisor ClassT. Rowe Price Equity Income Fund--R Class

18

T. ROWE PRICE EQUITY SERIES, INC.T. Rowe Price Blue Chip Growth PortfolioT. Rowe Price Blue Chip Growth Portfolio-IIT. Rowe Price Equity Income PortfolioT. Rowe Price Equity Income Portfolio-IIT. Rowe Price Equity Index 500 PortfolioT. Rowe Price Health Sciences PortfolioT. Rowe Price Health Sciences Portfolio-II T. Rowe Price MidCap Growth PortfolioT. Rowe Price Mid-Cap Growth Portfolio-IIT. Rowe Price New America Growth PortfolioT. Rowe Price Personal Strategy Balanced Portfolio

T. ROWE PRICE FINANCIAL SERVICES FUND, INC.

T. ROWE PRICE FIXED INCOME SERIES, INC.T. Rowe Price LimitedTerm Bond PortfolioT. Rowe Price Limited-Term Bond Portfolio-IIT. Rowe Price Prime Reserve Portfolio

T. ROWE PRICE GLOBAL TECHNOLOGY FUND, INC.

T. ROWE PRICE GNMA FUND

T. ROWE PRICE GROWTH & INCOME FUND, INC.

T. ROWE PRICE GROWTH STOCK FUND, INC.T. Rowe Price Growth Stock Fund--Advisor ClassT. Rowe Price Growth Stock Fund--R Class

T. ROWE PRICE HEALTH SCIENCES FUND, INC.

T. ROWE PRICE HIGH YIELD FUND, INC.T. Rowe Price High Yield Fund--Advisor Class

T. ROWE PRICE INFLATION PROTECTED BOND FUND, INC.

T. ROWE PRICE INDEX TRUST, INC.T. Rowe Price Equity Index 500 FundT. Rowe Price Extended Equity Market Index FundT. Rowe Price Total Equity Market Index Fund

T. ROWE PRICE INSTITUTIONAL EQUITY FUNDS, INC.T. Rowe Price Institutional Concentrated Large Cap Value Fund

T. Rowe Price Institutional Large-Cap Core Growth FundT. Rowe Price Institutional LargeCap Growth Fund
T. Rowe Price Institutional LargeCap Value FundT. Rowe Price Institutional MidCap Equity Growth FundT. Rowe Price Institutional SmallCap Stock FundT. Rowe Price Institutional U.S. Structured Research Fund

T. ROWE PRICE INSTITUTIONAL INCOME FUNDS, INC.T. Rowe Price Institutional Core Plus Fund T. Rowe Price Institutional Floating Rate FundT. Rowe Price Institutional High Yield Fund

T. ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS, INC.T. Rowe Price Institutional Africa & Middle East FundT. Rowe Price Institutional Emerging Markets Bond FundT. Rowe Price Institutional Emerging Markets Equity FundT. Rowe Price Institutional Foreign Equity FundT. Rowe Price Institutional Global Equity FundT. Rowe Price Institutional International Bond Fund

T. ROWE PRICE INTERN ATIONAL FUNDS, INC.T. Rowe Price Africa & Middle East FundT. Rowe Price Emerging Europe & Mediterranean FundT. Rowe Price Emerging Markets Bond FundT. Rowe Price Emerging Markets Stock FundT. Rowe Price European Stock FundT. Rowe Price Global Stock FundT. Rowe Price Global Stock Fund--Advisor ClassT. Rowe Price International Bond Fund T. Rowe Price International Bond Fund--Advisor ClassT. Rowe Price International Discovery FundT. Rowe Price International Growth & Income FundT. Rowe Price International Growth & Income Fund-- Advisor ClassT. Rowe Price International Growth & Income Fund--R ClassT. Rowe Price International Stock FundT. Rowe Price International Stock Fund--Advisor ClassT. Rowe Price International Stock Fund--R ClassT. Rowe Price Japan FundT. Rowe Price Latin America FundT. Rowe Price New Asia FundT. Rowe Price Overseas Stock Fund

20

T. ROWE PRICE INTERNATIONAL INDEX FUND, INC.T. Rowe Price International Equity Index Fund

T. ROWE PRICE INTERNATIONAL SERIES, INC.T. Rowe Price International Stock Portfolio

T. ROWE PRICE MEDIA & TELECOMMUNICATIONS FUND, INC.

T. ROWE PRICE MIDCAP GROWTH FUND, INC.T. Rowe Price MidCap Growth Fund--Advisor ClassT. Rowe Price Mid-Cap Growth Fund--R Class

T. ROWE PRICE MIDCAP VALUE FUND, INC.T. Rowe Price Mid-Cap Value Fund--Advisor ClassT. Rowe Price Mid-Cap Value Fund--R Class

T. ROWE PRICE NEW AMERICA GROWTH FUNDT. Rowe Price New America Growth Fund--Advisor Class

T. ROWE PRICE NEW ERA FUND, INC.

T. ROWE PRICE NEW HORIZONS FUND, INC.

T. ROWE PRICE NEW INCOME FUND, INC.T. Rowe Price New Income Fund--Advisor ClassT. Rowe Price New Income Fund-- R Class

T. ROWE PRICE PERSONAL STRATEGY FUNDS, INC.T. Rowe Price Personal Strategy Balanced FundT. Rowe Price Personal Strategy Growth FundT. Rowe Price Personal Strategy Income Fund

T. ROWE PRICE PRIME RESERVE FUND, INC.

T. ROWE PRICE REAL ESTATE FUND, INC.T. Rowe Price Real Estate Fund--Advisor Class

T. ROWE PRICE RESERVE INVESTMENT FUNDS, INC.T. Rowe Price Reserve Investment FundT. Rowe Price Government Reserve Investment Fund

T. ROWE PRICE RETIREMENT FUNDS, INC.T. Rowe Price Retirement 2005 FundT. Rowe Price Retirement 2005 Fund--Advisor ClassT. Rowe Price Retirement 2005 Fund--R ClassT. Rowe Price Retirement 2010 FundT. Rowe Price Retirement 2010 Fund--Advisor ClassT. Rowe Price Retirement 2010 Fund--R ClassT. Rowe Price Retirement 2015 FundT. Rowe Price Retirement 2015 Fund--Advisor ClassT. Rowe Price Retirement 2015 Fund--R ClassT. Rowe Price Retirement 2020 FundT. Rowe Price Retirement 2020 Fund--Advisor ClassT. Rowe Price Retirement 2020 Fund--R ClassT. Rowe Price Retirement 2025 FundT. Rowe Price Retirement 2025 Fund--Advisor ClassT. Rowe Price Retirement 2025 Fund--R ClassT. Rowe Price Retirement 2030 FundT. Rowe Price Retirement 2030 Fund--Advisor ClassT. Rowe Price Retirement 2030 Fund--R ClassT. Rowe Price Retirement 2035 FundT. Rowe Price Retirement 2035 Fund--Advisor ClassT. Rowe Price Retirement 2035 Fund--R ClassT. Rowe Price Retirement 2040 FundT. Rowe Price Retirement 2040 Fund--Advisor ClassT. Rowe Price Retirement 2040 Fund--R ClassT. Rowe Pri ce Retirement 2045 FundT. Rowe Price Retirement 2045 Fund--Advisor ClassT. Rowe Price Retirement 2045 Fund--R ClassT. Rowe Price Retirement 2050 FundT. Rowe Price Retirement 2050 Fund--Advisor ClassT. Rowe Price Retirement 2050 Fund--R ClassT. Rowe Price Retirement 2055 FundT. Rowe Price Retirement 2055 Fund--Advisor ClassT. Rowe Price Retirement 2055 Fund--R ClassT. Rowe Price Retirement Income FundT. Rowe Price Retirement Income Fund--Advisor ClassT. Rowe Price Retirement Income Fund--R Class

T. ROWE PRICE SCIENCE & TECHNOLOGY FUND, INC.T. Rowe Price Science & Technology Fund--Advisor Class

T. ROWE PRICE SHORTTERM BOND FUND, INC.T. Rowe Price Short-Term Bond Fund--Advisor Class

T. ROWE PRICE SHORT-TERM INCOME FUND, INC.

22

T. ROWE PRICE SMALL CAP STOCK FUND, INCT. Rowe Price Small-Cap Stock Fund-Advisor Class

T. ROWE PRICE SMALLCAP VALUE FUND, INC.T. Rowe Price SmallCap Value Fund--Advisor Class

T. ROWE PRICE SPECTRUM FUND, INC.Spectrum Growth FundSpectrum Income FundSpectrum International Fund

T. ROWE PRICE STATE TAXFREE INCOME TRUSTGeorgia TaxFree Bond FundMaryland ShortTerm TaxFree Bond FundMaryland TaxFree Bond FundMaryland TaxFree Money FundNew Jersey TaxFree Bond FundNew York Tax-Free Bond FundNew York TaxFree Money FundVirginia TaxFree Bond Fund

T. ROWE PRICE SUMMIT FUNDS, INC.T. Rowe Price Summit Cash Reserves FundT. Rowe Price Summit GNMA Fund

T. ROWE PRICE SUMMIT MUNICIPAL FUNDS, INC.T. Rowe Price Summit Municipal Income FundT. Rowe Price Summit Municipal Intermediate FundT. Rowe Price Summit Municipal Money Market Fund

T. ROWE PRICE TAXEFFICIENT FUNDS, INC.T. Rowe Price TaxEfficient Balanced FundT. Rowe Price TaxEfficient Growth FundT. Rowe Price TaxEfficient MultiCap Growth Fund

T. ROWE PRICE TAXEXEMPT MONEY FUND, INC.

T. ROWE PRICE TAXFREE HIGH YIELD FUND, INC.

T. ROWE PRICE TAXFREE INCOME FUND, INC.T. Rowe Price Tax-Free Income Fund--Advisor Class

T. ROWE PRICE TAXFREE SHORT-INTERMEDIATE FUND, INC.

T. ROWE PRICE U.S. BOND INDEX FUND, INC.

T. ROWE PRICE U.S. TREASURY FUNDS, INC.U.S. Treasury Intermediate FundU.S. Treasury LongTerm FundU.S. Treasury Money Fund

T. ROWE PRICE VALUE FUND, INC.T. Rowe Price Value Fund--Advisor Class

Attest:
/s /Patricia B. Lippert___________________________________Patricia B. LippertSecretary	/s/Roger L. Fiery IIIBy: __________________________________ Roger L. Fiery III Treasurer

Attest:	T. ROWE PRICE ASSOCIATES, INC.
/s/Barbara A. Van Horn___________________________________Barbara A. Van HornSecretary	/s/Henry H. HopkinsBy: __________________________________ Henry H. Hopkins Vice President

24

EX-99.14 OTH CONSENT

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We hereby consent to the incorporation by reference in this Registration Statement on Form N-14 (the "Registration Statement") of our reports dated February 12, 2008 relating to the financial statements and financial highlights which appear in the Dec ember 31, 2007 Annual Reports to Shareholders of the T. Rowe Price Developing Technologies Fund, Inc. and the T. Rowe Price Science & Technology Fund, Inc., which are also incorporated by reference into the Registration Statement. We also consent to the references to us under the headings "Financial Statements" and "Financial Statements of the Acquired Fund and the Acquiring Fund" in such Registration Statement.

/s/PricewaterhouseCoopers LLP

PricewaterhouseCoopers LLP

Baltimore, MD

July 28, 2008

EX-99.16 PWR OF ATTY

T. Rowe Price Developing Technologies Fund, Inc.

T. Rowe Price Science & Technology Fund, Inc.

limited Power of Attorney

RESOLVED, that the above Corporations do hereby constitute and authorize Edward C. Bernard, Joel H. Goldberg and David Oestreicher, and each of them individually, as their true and lawful attorneys-in-fact and agents to take any and all action and execute any and all instruments which said attorneys and agents may deem necessary or advisable to effect the reorganization of Developing Technologies Fund, Inc. ("Developing Technologies Fund") into Science & Technology Fund, Inc. ("Science & Technology Fund"). Said attorneys-in-fact and agents are authorized to perform any and all acts necessary a nd appropriate with respect to the liquidation of Developing Technologies Fund and the transfer of substantially all of its assets to Science & Technology Fund in exchange for shares of Science & Technology Fund, including but not limited to the following: signing the names of each of such directors and officers on his behalf to file with the Securities and Exchange Commission Form N-14 or Form N-1A and any amendments thereto, including all exhibits thereto and other documents in connection therewith; preparing, filing, and mailing of proxy materials; executing an Agreement and Plan of Reorganization between Developing Technologies Fund and Science & Technology Fund; signing and filing any Articles of Amendment, Articles of Dissolution, or other necessary documents with the State of Maryland; and sign and perform each and every act necessary or required by the Securities Act of 1933, as amended, the Securities Exchange Act of 1934, the Investment Company Act of 1940, as amended, or Maryland General Corporation Law.

RESOLVED, that any and all powers of attorney granted by the above Corporations and th eir directors and officers that are currently in effect hereby remain in full force and effect. Nothing in this grant of Power of Attorney shall be construed to interrupt, alter or revoke any of the powers granted to named attorneys and agents by the above Corporations and their directors and officers in the Power of Attorney dated April 22, 2008.

IN WITNESS WHEREOF, the above named Corporations have caused these presents to be signed and the same attested by its Secreta ry, each thereunto duly authorized by its Board of Directors, and each of the undersigned has hereunto set his hand and seal as of the day set opposite his name.

/s/Edward C. BernardEdward C. Bernard	Chairman of the Board (Principal Executive Officer)Director	July 22, 2008
/s/Gregory K. HinkleGregory K. Hinkle	Treasurer (Principal Financial Officer)	July 22, 2008
/s/Jeremiah E. CaseyJeremiah E. Casey	Director	July 22, 2008
/s/Anthony W. DeeringAnthony W. Deering	Director	July 22, 2008
/s/Donald W. Dick, Jr.Donald W. Dick, Jr.	Director	July 22, 2008
/s/David K. FaginDavid K. Fagin	Director	July 22, 2008
/s/Karen N. HornKaren N. Horn	Director	July 22, 2008
/s/Theo C. RodgersTheo C. Rodgers	Director	July 22, 2008
/s/John G. SchreiberJohn G. Schreiber	Director	July 22, 2008
/s/John H. LaporteJohn H. Laporte	Director (Science & Technology Fund)	July 22, 2008
/s/Brian C. RodgersBrian C. Rodgers	Director(Developing Technologies Fund)	July 22, 2008

ATTEST:

/s/Patricia B. LippertPatricia B. Lippert, Secretary

edgagreementsPower of AttorneyDTFMergerPOA.fm

Power of Attorney

July 22, 2008

Page 2

EX-99.17 (AS APPROP)

VOTE BY TOUCH-TONE PHONE, THE INTERNET, OR BY MAIL

Option 1:	Automated Touch Tone Voting: Call toll-free 1-800-690-6903and follow the recorded instructions.	T. Rowe PriceInvest With ConfidenceRam Logo
Option 2:	On the Internet at www.proxyvote.com and follow the on-screeninstructions.
Option 3:	Return this proxy card using the enclosed envelope.
999 999 999 999 99** (LEFT ARROW)

T. Rowe Price Developing Technologies Fund, Inc.

MEETING TIME:8:00 A.M. EASTERN TIMETHIS PROXY IS SOLICITED ON BEHALF OF THE BOARD OF DIRECTORS

By my signature below, I appoint Edward C. Bernard and Jeffrey Rottinghaus as proxies to vote all Developing Technologies Fund shares that I am entitled to vote at the Special Meeting of Shareholders to be held on October 21, 2008 at 8:00 a.m., ET at the Four Seasons Hotel, 2800 Pennsylvania Avenue, N.W., Washington, D.C. 20007, and at any adjournments of the meeting. Messrs. Bernard and Rottinghaus may vote my shares, and they may appoint substitutes to vote my shares on their behalf. I instruct Messrs. Bernard and Rottinghaus to vote this proxy as specified on the reverse side, and I revoke any previous proxies that I have executed. The proxies will vote any other matters that arise at the meeting in accordance with their best judgment. I acknowledge receipt of the Developing Technologies Fund`s Notice of Special Meeting of Shareholders and proxy statement.

(DOWN ARROW)PLEASE SIGN, DATE, AND RETURN PROMPTLY IN THE ENCLOSEDENVELOPE IF YOU ARE NOT VOTING BY PHONE OR INTERNET.

Date: __________________________

_______________________________________Signature(s) (and Title(s), if applicable) (Sign in the Box)

NOTE:Please si gn exactly as name appears on this proxy.Joint owners should each sign personally. Directors and otherfiduciaries should indicate the capacity in which they sign,

and where more than one name appears, a majority must sign.If a corporation, this signature should be that of anauthorized officer who should state his or her title.

(DOWN ARROW)(DOWN ARROW)

CONTINUED ON REVERSE SIDE

Please refer to the Proxy Statement discussion of this proposal.

THE PROXY WILL BE VOTED FOR THE PROPOSAL IF YOU DO NOT SPECIFY OTHERWISE.

THE BOARD OF DIRECTORS RECOMMENDS A VOTE FOR THIS PROPOSAL.

(DOWN ARROW)(DOWN ARROW)

Please fill i n box as shown using black or blue ink or number 2 pencil. / X /

		FOR	AGAINST	ABSTAIN
1.	To approve or disapprove an Agreement and Plan of Reorganization ("Plan"). The Plan provides for the transfer of substantially all of the assets ofT. Rowe Price Developing Technologies Fund, Inc. (the "Developing Technologies Fund") to T. Rowe Price Science & Technology Fund, Inc. (the "Science & Technology Fund"), in exchange for shares of the Science & Technology Fund, and the distribution of the Science & Technology Fund shares to the shareholders of the Developing Technologies Fund in liquidation of the Developing Technologies Fund.	/ /	/ /	/ /

PLEASE SIGN ON THE REVERSE SIDE

DTF-2008