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T. ROWE PRICE
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International Series, Inc.
T. Rowe Price International Stock Portfolio
Supplement to prospectus dated May 1, 1999, and 2000. Please retain for use
with your May 1, 2000, prospectus.
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On April 11, 2000, T. Rowe Price Associates, Inc. ("T. Rowe Price") entered
into an agreement with Robert Fleming Holdings, Ltd. and other related
companies (collectively "Flemings") to purchase Flemings's 50% interest in Rowe
Price-Fleming International, Inc. ("RPFI"), the investment adviser to the
funds. As a result of the purchase, T. Rowe Price will own all of RPFI and have
the right to elect all of its directors. The transaction is subject to the
approval of several regulatory bodies outside the United States but, barring
any unexpected developments, should be finalized no later than December 31,
2000. Because the transaction may be deemed to be a change in control of RPFI
that would result in the termination of the investment management agreement
between RPFI and the fund, we intend to seek the approval of the board of
directors and shareholders of the fund of a new investment management agreement
with RPFI. It is anticipated that any new investment management agreement would
be identical in all material respects to the existing agreement with RPFI. We
expect to hold shareholder meetings to vote on the new agreement in the second
half of this year. Research agreements between RPFI and Flemings also will
cease at the time the transaction becomes final. At that time, the parties may
enter into a transition agreement under which research and other services will
be provided to RPFI by Flemings.
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The date of the above supplement is April 20, 2000.
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C15-042 4/20/00
