July 21, 2000
T. Rowe Price Tax-Free Short-Intermediate Fund, Inc.
100 East Pratt Street
Baltimore, Maryland 21202
Ladies and Gentlemen:
I am the counsel to T. Rowe Price Associates, Inc.. As such, I am familiar with
the proposed transaction between the T. Rowe Price Short-Term Bond Fund, Inc., a
Maryland corporation (the "Acquiring Fund"), and the T. Rowe Price Short-Term
U.S. Government Fund, Inc., and the T. Rowe Price Summit Limited-Term Bond Fund,
a separate investment series of T. Rowe Price Summit Funds, Inc. (the
"Reorganization"). 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. 002-87568) (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 have participated in various proceedings relating to the Acquiring Fund. I
have examined copies, either certified or otherwise proved to my satisfaction to
be genuine, of its Articles of Incorporation and By-Laws, each as amended to
date and currently in effect, and other documents relating to its organization
and operation.
Based upon the foregoing, 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 "Proxy
Statement and Prospectus"), the Corresponding Shares, upon issuance in the
manner referred to in the Registration Statement, for consideration not less
than the par value thereof, 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
Statement and to the use of my name in the Proxy Statement and Prospectus
constituting a part thereof.
Very truly yours,
/s/Henry H. Hopkins
Henry H. Hopkins
