June 20, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: T. Rowe Price Tax-Free High Yield Fund, Inc. (the "Registrant")
File Nos.: 2-94641, 811-4163
Post-Effective Amendment No. 22
Commissioners:
We are counsel to the above-referenced registrant which proposes to file,
pursuant to paragraph (b) of Rule 485 (the "Rule"), the above-referenced
Post-Effective Amendment (the "Amendment") to its registration statement under
the Securities Act of 1933, as amended.
Pursuant to paragraph (b)(4) of the Rule, we represent that the Amendment does
not contain disclosures which would render it ineligible to become effective
pursuant to paragraph (b) of the Rule.
Sincerely,
/s/Swidler Berlin Shereff Friedman, LLP
Swidler Berlin Shereff Friedman, LLP
