0000793347-04-000014 Sample Contracts

UNDERWRITING AGREEMENT BETWEEN
Underwriting Agreement • October 25th, 2004 • Price T Rowe Capital Appreciation Fund

THIS UNDERWRITING AGREEMENT, made as of the __th day of October 2004, by and between T. ROWE PRICE CAPITAL APPRECIATION FUND, a corporation organized and existing under the laws of the State of Maryland (hereinafter called the "Fund"), and T. ROWE PRICE INVESTMENT SERVICES, INC., a corporation organized and existing under the laws of the State of Maryland (hereinafter called the "Distributor").

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