0000775688-03-000006 Sample Contracts

UNDERWRITING AGREEMENT BETWEEN
Underwriting Agreement • April 30th, 2003 • Price T Rowe Equity Income Fund

THIS UNDERWRITING AGREEMENT, made as of the 1st day of May 2003, by and between T. ROWE PRICE EQUITY INCOME FUND, a Massachusetts business trust (hereinafter called the "Fund"), and T. ROWE PRICE INVESTMENT SERVICES, INC., a corporation organized and existing under the laws of the State of Massachusetts (hereinafter called the "Distributor").

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