PRICE T ROWE PRIME RESERVE FUND INC
497, 1999-05-12
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<PAGE>
 
 T. ROWE PRICE
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 Prime Reserve Fund--PLUS Class
 
 Supplement to prospectus dated November 1, 1998
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 Effective May 1, 1999, the footnote to Table 2 on page 4 of the Prospectus will
 be revised with the following to reflect the extension of the fund's expense
 ratio limitation:
 
 /a/
   To limit the fund's expenses during its initial period of operations, T. Rowe
   Price contractually obligated itself to bear any expenses through April 30,
   1999, to the extent such expenses would cause the ratio of expenses to
   average net assets to exceed 1.00%. Effective May 1, 1999, T. Rowe Price
   agreed to extend this expense limitation for a period of one year through
   April 30, 2000. Fees waived or expenses paid or assumed under these
   agreements are subject to reimbursement to T. Rowe Price by the fund whenever
   the fund's expense ratio is below 1.00%; however, no reimbursement will be
   made after April 30, 2000 (for the first agreement), or April 30, 2002 (for
   the second agreement), or if it would result in the expense ratio exceeding
   1.00%. Any amounts reimbursed will have the effect of increasing fees
   otherwise paid by the fund.
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 The date of this supplement is May 1, 1999.
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                                                                  F25-041 5/1/99


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