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Registration Nos. 811-07143/033-52161
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM N-1A
REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933 / X /
Post-Effective Amendment No. 2 / X /
REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF
1940 / X /
Amendment No. 3 / X /
T. ROWE PRICE EQUITY SERIES, INC.
(Exact Name of Registrant as Specified in Charter)
100 East Pratt Street, Baltimore, Maryland 21202
__________________________________________ _________
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, including Area Code 410-547-2000
____________
Henry H. Hopkins
100 East Pratt Street
Baltimore, Maryland 21202
__________________________________________
(Name and Address of Agent for Service)
Approximate Date of Proposed Public Offering October 28, 1994
________________
It is proposed that this filing will become effective (check
appropriate box):
/ / immediately upon filing pursuant to paragraph (b)
/ / on (date) pursuant to paragraph (b)
/ / 60 days after filing pursuant to paragraph (a)(i)
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/X/ on (October 28, 1994) pursuant to paragraph (a)(i)
/ / 75 days after filing pursuant to paragraph (a)(ii)
/ / on (date) pursuant to paragraph (a)(ii)of Rule 485
If appropriate, check the following box:
/ / this post-effective amendment designates a effective
date for a previously filed post-effective amendment.
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CALCULATION OF REGISTRATION FEE UNDER THE SECURITIES ACT OF 1933+
Pursuant to Section 24f-2 of the Investment Company Act of 1940,
the Registrant has registered an indefinite number of securities
under the Securities Act of 1933 and intends to file a 24f-2
notice by April 29, 1995.
+Not applicable, as no securities are being registered by this
Post-Effective Amendment No. 2 to the Registration Statement.
SUBJECT TO COMPLETION
Information contained herein is subject to completion or
amendment. A Registration Statement relating to these securities
has been filed with the Securities and Exchange Commission.
These securities may not be sold nor may offers to buy be
accepted prior to the time the Registration Statement becomes
effective. This prospectus shall not constitute an offer to sell
or the solicitation of an offer to buy nor shall there be any
sale of these securities in any State in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such state.
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T. ROWE PRICE PERSONAL STRATEGY BALANCED PORTFOLIO
CROSS REFERENCE SHEET
N-1A Item No. Location
_____________ ________
PART A
Item 1. Cover Page Cover
Item 2. Synopsis +
Item 3. Condensed Financial Information +
Item 4. General Description of Fund and Market
Registrant Characteristics; The
fund's Organization
and Management;
Understanding
Performance
Information;
Investment Policies
and Practices
Item 5. Management of the Fund Fund and Market
Characteristics; The
fund's Organization
and Management
Item 6. Capital Stock and Other The fund's
Securities Organization and
Management
Item 7. Purchase of Securities Being Pricing Shares and
Offered Receiving Sale
Proceeds
Item 8. Redemption or Repurchase Pricing shares and
Receiving Sale
Proceeds
Item 9. Pending Legal Proceedings +
PART B
Item 10. Cover Page Cover Page
Item 11. Table of Contents Table of Contents
Item 12. General Information and History +
Item 13. Investment Objectives and Investment Objective
Policies and Policies;
Investment Objective;
Investment Program;
Investment
Restrictions;
Investment Performance
Item 14. Management of the Registrant Management of Fund
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Item 15. Control Persons and Principal Principal Holders of
Holders of Securities Securities
Item 16. Investment Advisory and Other Investment Management
Services Services; Custodian;
Independent
Accountants; Legal
Counsel
Item 17. Brokerage Allocation Portfolio Transactions
Item 18. Capital Stock and Other Dividends; Capital
Securities Stock
Item 19. Purchase, Redemption and Redemptions in Kind;
Pricing of Securities Being Pricing of Securities;
Offered Net Asset Value Per
Share; Federal and
State Registration of
Shares; Ratings of
Commercial Paper,
Ratings of Corporate
Debt Securities
Item 20. Tax Status Tax Status
Item 21. Underwriters Distributor for Fund
Item 22. Calculation of Yield Quotations
of Money Market Funds +
Item 23. Financial Statements +
PART C
Information required to be included in Part C is set forth under
the appropriate item, so numbered, in Part C to this Registration
Statement
___________________________________
+ Not applicable or negative answer
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PART C
OTHER INFORMATION
Item 24. Financial Statements and Exhibits
(a) Financial Statements. Inapplicable
(b) Exhibits.
(1)(a) Articles of Incorporation of Registrant,
dated January 31, 1994 (electronically filed
with initial Registration Statement dated
February 4, 1994)
(1)(b) Articles Supplementary, dated July 13, 1994,
(electronically filed with Amendment No. 2
dated July 15, 1994)
(1)(c) Certificate of Correction, dated July 14,
1994, (electronically filed with Amendment
No. 2 dated July 15, 1994)
(2) By-Laws of Registrant (electronically filed with
initial Registration Statement dated February 4,
1994)
(3) Inapplicable
(4) See Article SIXTH, Capital Stock, Paragraphs (b)-
(g) of the Articles of Incorporation, Article II,
Shareholders, Sections 2.01-2.11 and Article VIII,
Capital Stock, Sections 8.01-8.07 of the Bylaws
filed as Exhibits to this Registration Statement.
(5)(a) Investment Management Agreement between
Registrant, on behalf of T. Rowe Price Equity
Income Portfolio, and T. Rowe Price
Associates, Inc., dated March 1, 1994
(electronically filed with Amendment No. 1
dated March 30, 1994)
(5)(b) Investment Management Agreement between
Registrant, on behalf of T. Rowe Price New
America Growth Portfolio, and T. Rowe Price
Associates, Inc., dated March 1, 1994
(electronically filed with Amendment No. 1
dated March 30, 1994)
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(5)(c) Investment Management Agreement between
Registrant, on behalf of T. Rowe Price
Personal Strategy Balanced Portfolio, and T.
Rowe Price Associates, Inc. (to be filed by
amendment)
(6) Underwriting Agreement between Registrant, on
behalf of T. Rowe Price Equity Income Portfolio
and T. Rowe Price New America Growth Portfolio,
and T. Rowe Price Investment Services, Inc., dated
March 1, 1994 (electronically filed with Amendment
No. 1 dated March 30, 1994)
(7) Inapplicable
(8)(a) Custodian Agreement between T. Rowe Price
Funds and State
Street Bank and Trust Company, dated September 28, 1987, as
amended to June 24, 1988, October 19, 1988, February 22,
1989, July 19, 1989, September 15, 1989, December 15, 1989,
December 20, 1989, January 25, 1990, February 21, 1990, June
12, 1990, July 18, 1990, October 15, 1990, February 13, 1991,
March 6, 1991, September 12, 1991, November 6, 1991, April
23, 1992, September 2, 1992, November 3, 1992, December 16,
1992, December 21, 1992, January 28, 1993,
April 22, 1993, September 16, 1993, November 3,
1993,March 1, 1994, April 21, 1994 (to be
filed by amendment)
(8)(b) Global Custody Agreement between The Chase
Manhattan Bank, N.A. and T. Rowe Price Funds,
dated January 3, 1994, as amended April 18,
1994 (to be filed by amendment)
(9)(a) Transfer Agency and Service Agreement between
T. Rowe Price Services, Inc. and T. Rowe
Price Funds, dated January 1, 1994, as
amended to March 1, 1994, April 21, 1994 (to
be filed by amendment)
(9)(b) Agreement between T. Rowe Price Associates,
Inc. and T. Rowe Price Funds for Fund
Accounting Services, dated January 1, 1994,
as amended to March 1, 1994, April 21, 1994
(to be filed by amendment)
(9)(c) Inapplicable
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(10) Inapplicable
(11) Inapplicable
(12) Inapplicable
(13) Inapplicable
(14) Inapplicable
(15) Inapplicable
(16) Inapplicable
(17) Financial Data Schedule as of September 29,
1994
Item 25. Persons Controlled by or Under Common Control.
None.
Item 26. Number of Holders of Securities
As of September 29, 1994, there were zero shareholders
in the T. Rowe Price Personal Strategy Balanced Portfolio.
Item 27. Indemnification
The Registrant maintains comprehensive Errors and Omissions
and Officers and Directors insurance policies written by the
Evanston Insurance Company, The Chubb Group and ICI Mutual.
These policies provide coverage for the named insureds, which
include T. Rowe Price Associates, Inc. ("Manager"), Rowe
Price-Fleming International, Inc. ("Price-Fleming"), T. Rowe
Price Investment Services, Inc., T. Rowe Price Services, Inc., T.
Rowe Price Trust Company, T. Rowe Price Stable Asset Management,
Inc., RPF International Bond Fund and thirty-seven other
investment companies, namely, T. Rowe Price Growth Stock Fund,
Inc., T. Rowe Price New Horizons Fund, Inc., T. Rowe Price New
Era Fund, Inc., T. Rowe Price New Income Fund, Inc., T. Rowe
Price Prime Reserve Fund, Inc., T. Rowe Price Tax-Free Income
Fund, Inc., T. Rowe Price Tax-Exempt Money Fund, Inc., T. Rowe
Price International Funds, Inc., T. Rowe Price Growth & Income
Fund, Inc., T. Rowe Price Tax-Free Short-Intermediate Fund, Inc.,
T. Rowe Price Short-Term Bond Fund, Inc., T. Rowe Price High
Yield Fund, Inc., T. Rowe Price Tax-Free High Yield Fund, Inc.,
T. Rowe Price New America Growth
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Fund, T. Rowe Price Equity Income Fund, T. Rowe Price GNMA Fund,
T. Rowe Price Capital Appreciation Fund, T. Rowe Price State
Tax-Free Income Trust, T. Rowe Price California Tax-Free Income
Trust, T. Rowe Price Science & Technology Fund, Inc., T. Rowe
Price Small-Cap Value Fund, Inc., Institutional International
Funds, Inc., T. Rowe Price U.S. Treasury Funds, Inc., T. Rowe
Price Index Trust, Inc., T. Rowe Price Spectrum Fund, Inc., T.
Rowe Price Balanced Fund, Inc., T. Rowe Price Adjustable Rate
U.S. Government Fund, Inc., T. Rowe Price Mid-Cap Growth Fund,
Inc., T. Rowe Price OTC Fund, Inc., T. Rowe Price Tax-Free
Insured Intermediate Bond Fund, Inc., T. Rowe Price Dividend
Growth Fund, Inc., T. Rowe Price Blue Chip Growth Fund, Inc., T.
Rowe Price Summit Funds, Inc., T. Rowe Price Summit Municipal
Funds, Inc., T. Rowe Price International Series, Inc., T. Rowe
Price Fixed-Income Series, Inc. and T. Rowe Price Personal
Strategy Balanced Portfolio. The Registrant and the thirty-seven
investment companies listed above, with the exception of T. Rowe
Price Index Trust, Inc. and Institutional International Funds,
Inc., will be collectively referred to as the Price Funds. The
investment manager for the Price Funds, including T. Rowe Price
Index Trust, Inc., is the Manager. Price-Fleming is the manager
to T. Rowe Price International Funds, Inc. and Institutional
International Funds, Inc. and is 50% owned by TRP Finance, Inc.,
a wholly-owned subsidiary of the Manager, 25% owned by Copthall
Overseas Limited, a wholly-owned subsidiary of Robert Fleming
Holdings Limited, and 25% owned by Jardine Fleming International
Holdings Limited. In addition to the corporate insureds, the
policies also cover the officers, directors, and employees of
each of the named insureds. The premium is allocated among the
named corporate insureds in accordance with the provisions of
Rule 17d-1(d)(7) under the Investment Company Act of 1940.
General. The Charter of the Corporation provides that
to the fullest extent permitted by Maryland or federal law,
no director of officer of the Corporation shall be personally
liable to the Corporation or the holders of Shares for money
damages and each director and officer shall be indemnified by
the Corporation; provided, however, that nothing herein shall
be deemed to protect any director or officer of the
Corporation against any liability to the Corporation of the
holders of Shares to which such director or officer would
otherwise be subject by reason of willful misfeasance, bad
faith, gross negligence or reckless disregard of the duties
involved in the conduct of his or her office.
Article X, Section 10.01 of the Registrant's By-Laws provides
as follows:
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Section 10.01. Indemnification and Payment of Expenses in
Advance: The Corporation shall indemnify any individual
("Indemnitee") who is a present or former director, officer,
employee, or agent of the Corporation, or who is
or has been serving at the request of the Corporation as a
director, officer, employee or agent of another corporation,
partnership, joint venture, trust or other enterprise, who, by
reason of his position was, is, or is threatened to be made a
party to any threatened, pending, or completed action, suit, or
proceeding, whether civil, criminal, administrative, or
investigative (hereinafter collectively referred to as a
"Proceeding") against any judgments, penalties, fines,
settlements, and reasonable expenses (including attorneys' fees)
incurred by such Indemnitee in connection with any Proceeding, to
the fullest extent that such indemnification may be lawful under
Maryland law. The Corporation shall pay any reasonable expenses
so incurred by such Indemnitee in defending a Proceeding in
advance of the final disposition thereof to the fullest extent
that such advance payment may be lawful under Maryland law.
Subject to any applicable limitations and requirements set forth
in the Corporation's Articles of Incorporation and in
these By-Laws, any payment of indemnification or advance of
expenses shall be made in accordance with the procedures set
forth in Maryland law.
Notwithstanding the foregoing, nothing herein shall protect
or purport to protect any Indemnitee against any liability to
which he would otherwise be subject by reason of willful
misfeasance, bad faith, gross negligence, or reckless disregard
of the duties involved in the conduct of his office ("Disabling
Conduct").
Anything in this Article X to the contrary notwithstanding,
no indemnification shall be made by the Corporation to any
Indemnitee unless:
(a) there is a final decision on the merits by a court or
other body before whom the Proceeding was brought that
the Indemnitee was not liable by reason of Disabling
Conduct; or
(b) in the absence of such a decision, there is a reasonable
determination, based upon a review of the facts, that
the Indemnitee was not liable by reason of Disabling
Conduct, which determination shall be made by:
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(i) the vote of a majority of a quorum of directors who
are neither "interested persons" of the Corporation
as defined in Section 2(a)(19) of the Investment
Company Act, nor parties to the Proceeding; or
(ii) an independent legal counsel in a written opinion.
Anything in this Article X to the contrary notwithstanding,
any advance of expenses by the Corporation to any Indemnitee
shall be made only upon the undertaking by such Indemnitee to
repay the advance unless it is ultimately determined that such
Indemnitee is entitled to indemnification as above provided, and
only if one of the following conditions is met:
(a) the Indemnitee provides a security for his undertaking;
or
(b) the Corporation shall be insured against losses arising
by reason of any lawful advances; or
(c) there is a determination, based on a review of readily
available facts, that there is reason to believe that
the Indemnitee will ultimately be found entitled to
indemnification, which determination shall be made by:
(i) a majority of a quorum of directors who are neither
"interested persons" of the Corporation as defined
in Section 2(a)(19) of the Investment Company Act,
nor parties to the Proceeding; or
(ii) an independent legal counsel in a written opinion.
Section 10.02 of the Registrant's By-Laws provides as
follows:
Section 10.02. Insurance of Officers, Directors, Employees
and Agents: To the fullest extent permitted by applicable
Maryland law and by Section 17(h) of the Investment Company Act,
as from time to time amended, the
Corporation may purchase and maintain insurance on behalf of any
person who is or was a director, officer, employee, or agent of
the Corporation, or who is or was serving at the request of the
Corporation as a director, officer, employee, or agent of another
corporation, partnership, joint venture, trust, or other
enterprise, against any liability asserted against him and
incurred by him in or arising out of his position, whether or not
the Corporation would have the power to indemnify him against
PAGE 12
such liability.
Insofar as indemnification for liability under the
Securities Act of 1933 may be permitted to directors, officers
and controlling persons of the Registrant pursuant to the
foregoing provisions, or otherwise, the Registrant has been
advised that in the opinion of the Securities and Exchange
Commission such indemnification is against public policy as
expressed in the Act and is, therefore, unenforceable. In the
event that a claim for indemnification against such liabilities
(other than the payment by the Registrant of expenses incurred or
paid by a director, officer or controlling person of the
Registrant in the successful defense of any action, suit or
proceeding) is asserted by such director, officer or controlling
person in connection with the securities being registered, the
Registrant will, unless in the opinion of its counsel the matter
has been settled by controlling precedent, submit to a court of
appropriate jurisdiction the question whether such
indemnification by it is against public policy as expressed in
the Act and will be governed by the final adjudication of such
issue.
Item 28. Business and Other Connections of Investment
Manager.
Rowe Price-Fleming International, Inc. ("Price-Fleming"), a
Maryland corporation, is a corporate joint venture 50% owned by
TRP Finance, Inc., a
wholly-owned subsidiary of the Manager and was organized in 1979
to provide investment counsel service with respect to foreign
securities for institutional investors in the United States.
Price-Fleming, in addition to managing private counsel client
accounts, also sponsors registered investment companies which
invest in foreign securities, serves as general partner of RPFI
International Partners, Limited Partnership, and provides
investment advice with respect to its shares in the International
Common Trust Fund maintained by T. Rowe Price Trust Company.
T. Rowe Price Investment Services, Inc. ("Investment Services"),
a wholly- owned subsidiary of the Manager, is a Maryland
corporation organized in 1980 for the purpose of acting as the
principal underwriter and distributor for the Price Funds.
Investment Services is registered as a broker-dealer under the
Securities Exchange Act of 1934 and is a member of the National
Association of Securities Dealers, Inc. In 1984, Investment
Services expanded its activities to include a discount brokerage
service.
PAGE 13
TRP Distribution, Inc., a wholly-owned subsidiary of Investment
Services, is a Maryland corporation organized in 1991. It was
organized for and engages in the sale of certain investment
related products prepared by Investment Services.
T. Rowe Price Associates Foundation, Inc., was organized in 1981
for the purpose of making charitable contributions to religious,
charitable, scientific, literary and educational organizations.
The Foundation (which is not a subsidiary of the Manager) is
funded solely by contributions from the Manager and income from
investments.
T. Rowe Price Services, Inc. ("Price Services"), a wholly-owned
subsidiary of the Manager, is a Maryland corporation organized in
1982 and is registered as a transfer agent under the Securities
Exchange Act of 1934. Price Services provides transfer agent,
dividend disbursing, and certain other services, including
shareholder services, to the Price Funds.
T. Rowe Price Retirement Plan Services, Inc. ("RPS"), a
wholly-owned subsidiary of the Manager, was incorporated in
Maryland in 1991 and is registered as a transfer agent under the
Securities Exchange Act of 1934. RPS provides administrative,
recordkeeping, and subaccounting services to administrators of
employee benefit plans.
T. Rowe Price Trust Company ("Trust Company"), a wholly-owned
subsidiary of the Manager, is a Maryland chartered limited
purpose trust company, organized
in 1983 for the purpose of providing fiduciary services. The
Trust Company serves as trustee/custodian for employee benefit
plans, common trust funds and a few trusts.
T. Rowe Price Threshold Fund, L.P., a Delaware limited
partnership, was organized in 1983 by the Manager, and invests in
private financings of small companies with high growth potential.
T. Rowe Price Threshold Fund II, L.P., a similar Delaware
partnership, was organized in 1986. The Manager is the General
Partner of each partnership.
RPFI International Partners, Limited Partnership, is a Delaware
limited partnership organized in 1985 for the purpose of
investing in a diversified group of small and medium-sized
rapidly growing non-U.S. companies.
Price-Fleming is the general partner of this partnership, and
certain clients of Price-Fleming are its limited partners.
PAGE 14
T. Rowe Price Real Estate Group, Inc. ("Real Estate Group"), is a
Maryland corporation and a wholly-owned subsidiary of the Manager
established in 1986 to provide real estate services.
Subsidiaries of Real Estate Group are: T.
Rowe Price Realty Income Fund I Management, Inc., a Maryland
corporation (General Partner of T. Rowe Price Realty Income Fund
I, A No-Load Limited Partnership), T. Rowe Price Realty Income
Fund II Management, Inc., a Maryland corporation (General Partner
of T. Rowe Price Realty Income Fund II, America's
Sales-Commission-Free Real Estate Limited Partnership), T. Rowe
Price Realty Income Fund III Management, Inc., a Maryland
corporation (General Partner of T. Rowe Price Realty Income Fund
III, America's Sales-Commission-Free Real Estate Limited
Partnership, a Delaware limited partnership), and T. Rowe Price
Realty Income Fund IV Management, Inc., a Maryland corporation
(General Partner of T. Rowe Price Realty Income Fund IV,
America's Sales-Commission-Free Real Estate Limited Partnership).
Real Estate Group serves as investment manager to T. Rowe Price
Renaissance Fund, Ltd., A Sales-Commission-Free Real Estate
Investment, established in 1989 as a Maryland corporation which
qualifies as a REIT.
T. Rowe Price Stable Asset Management, Inc. ("Stable Asset
Management") is a Maryland corporation organized in 1988 as a
wholly-owned subsidiary of the Manager. Stable Asset Management,
which is registered as an investment adviser under the Investment
Advisers Act of 1940, specializes in the management of investment
portfolios which seek stable and consistent investment returns
through the use of guaranteed investment contracts, book
investment contracts, structured or synthetic investment
contracts, and short-term fixed-income securities.
T. Rowe Price Recovery Fund Associates, Inc., a Maryland
corporation, is a wholly-owned subsidiary of the Manager
organized in 1988 for the purpose of serving as the General
Partner of T. Rowe Price Recovery Fund, L.P., a Delaware limited
partnership which invests in financially distressed companies.
T. Rowe Price (Canada), Inc. is a Maryland corporation organized
in 1988 as a wholly-owned subsidiary of the Manager. This entity
is registered as an investment adviser under the Investment
Advisers Act of 1940, and may apply for registration as an
investment manager under the Securities Act of Ontario in order
to be eligible to provide certain services to the RPF
International Bond Fund, a trust (whose shares are sold in
Canada) which Price-Fleming serves as investment adviser.
PAGE 15
Since 1983, the Manager has organized several distinct Maryland
limited partnerships, which are informally called the Pratt
Street Ventures partnerships, for the purpose of acquiring
interests in growth-oriented businesses.
Tower Venture, Inc., a wholly-owned subsidiary of the Manager, is
a Maryland corporation organized in 1989 for the purpose of
serving as a general partner of 100 East Pratt St., L.P., a
Maryland limited partnership whose limited partners also include
the Manager. The purpose of the partnership is to further
develop and improve the property at 100 East Pratt Street, the
site of the Manager's headquarters, through the construction of
additional office, retail and parking space.
T. Rowe Price Frontier Limited ("Frontier") is a Bermuda
corporation organized in 1989 as an investment vehicle for
foreign investors who wish to invest in small U.S. public
companies with high growth potential. Frontier is the limited
partner of T. Rowe Price New Frontier Fund II (Netherlands
Antilles), C.V., a limited partnership whose general partners are
T. Rowe Price New Frontier Management Associates (Netherlands
Antilles) N.V. ("Management Associates") and T. Rowe Price New
Frontier Investment Associates (Netherlands Antilles), C.V.
("Investment Associates"). Management Associates is a
corporation which is a wholly-owned subsidiary of the Manager.
Investment Associates is a limited partnership whose general
partners are Management Associates and T. Rowe Price Associates
Frontiers, Inc., a Maryland
corporation which is a wholly-owned subsidiary of the Manager.
TRP Suburban, Inc. is a Maryland corporation organized in 1990 as
a wholly-owned subsidiary of the Manager. TRP Suburban has
entered into agreements with McDonogh School and
CMANE-McDonogh-Rowe Limited Partnership to construct an office
building in Owings Mills, Maryland, which houses the Manager's
transfer agent, plan administrative services, retirement plan
services and operations support functions.
TRP Finance, Inc. and TRP Finance MRT, Inc., wholly-owned
subsidiaries of the Manager, are Delaware corporations organized
in 1990 to manage certain passive corporate investments and other
intangible assets.
T. Rowe Price Strategic Partners Fund, L.P. is a Delaware limited
partnership organized in 1990 for the purpose of investing in
small public and private companies seeking capital for expansion
or undergoing a restructuring of ownership. The general partner
PAGE 16
of the Fund is T. Rowe Price Strategic Partners, L.P., a Delaware
limited partnership whose general partner is T.
Rowe Price Strategic Partners Associates, Inc., ("Strategic
Associates"), a Maryland corporation which is a wholly-owned
subsidiary of the Manager. Strategic Associates also serves as
the general partner of T. Rowe Price Strategic Partners II, L.P.,
a Delaware limited partnership established in 1992, which in turn
serves as general partner of T. Rowe price Strategic Partners
Fund II, L.P., a Delaware limited partnership organized in 1992.
Listed below are the directors of the Manager who have other
substantial businesses, professions, vocations, or employment
aside from that of Director of the Manager:
JAMES E. HALBKAT, JR., Director of the Manager. Mr. Halbkat is
President of U.S. Monitor Corporation, a provider of public
response systems. Mr. Halbkat's address is: P.O. Box 23109,
Hilton Head Island, South Carolina 29925.
JOHN W. ROSENBLUM, Director of the Manager. Mr. Rosenblum is the
Tayloe Murphy Professor at the University of Virginia, and a
director of: Chesapeake Corporation, a manufacturer of paper
products, Cadmus Communications Corp., a provider of printing and
communication services; Comdial Corporation, a manufacturer of
telephone systems for businesses; and Cone Mills Corporation, a
textiles producer. Mr. Rosenblum's address is: P.O. Box 6550,
Charlottesville, Virginia 22906.
ROBERT L. STRICKLAND, Director of the Manager. Mr. Strickland is
Chairman of Lowe's Companies, Inc., a retailer of specialty home
supplies. Mr. Strickland's address is 604 Two Piedmont Plaza
Building, Winston-Salem, North Carolina 27104.
PHILIP C. WALSH, Director of the Manager. Mr. Walsh is a
Consultant to Cyprus Amax Minerals Company, Englewood, Colorado,
and a director of Piedmont Mining Company, Inc., Charlotte, North
Carolina. Mr. Walsh's address is: Blue Mill Road, Morristown,
New Jersey 07960.
With the exception of Messrs. Halbkat, Rosenblum, Strickland, and
Walsh, all of the directors of the Manager are employees of the
Manager.
George J. Collins, who is Chief Executive Officer, President, and
a Managing Director of the Manager, is a Director of
Price-Fleming.
PAGE 17
George A. Roche, who is Chief Financial Officer and a Managing
Director of the Manager, is a Vice President and a Director of
Price-Fleming.
M. David Testa, who is a Managing Director of the Manager, is
Chairman of the
Board of Price-Fleming.
Henry H. Hopkins, Charles P. Smith, and Peter Van Dyke, who are
Managing Directors of the Manager, are Vice Presidents of
Price-Fleming.
Robert P. Campbell, Robert C. Howe, Veena A. Kutler, George A.
Murnaghan, William F. Wendler, II, and Edward A. Wiese, who are
Vice Presidents of the Manager, are Vice Presidents of
Price-Fleming.
Alvin M. Younger, Jr., who is a Managing Director and the
Secretary and Treasurer of the Manager, is Secretary and
Treasurer of Price-Fleming.
Joseph P. Croteau, who is a Vice President of the Manager, is
Controller of Price-Fleming.
Nolan L. North, who is a Vice President of the Manager, is
Assistant Treasurer of Price-Fleming.
Leah P. Holmes, who is an Assistant Vice President of the
Manager, is a Vice President of Price-Fleming.
Barbara A. Van Horn, who is Assistant Secretary of the Manager,
is Assistant Secretary of Price-Fleming.
Certain directors and officers of the Manager are also officers
and/or directors of one or more of the Price Funds and/or one or
more of the affiliated entities listed herein.
See also "Management of Fund," in Registrant's Statement of
Additional Information.
Item 29. Principal Underwriters.
(a) The principal underwriter for the Registrant is
Investment Services. Investment Services acts as the
principal underwriter for the other thirty-nine Price Funds.
Investment Services is a wholly-owned subsidiary of the
Manager is registered as a broker-dealer under the Securities
Exchange Act of 1934 and is a member of the National
PAGE 18
Association of Securities Dealers, Inc. Investment Services has
been formed for the limited purpose of distributing the shares of
the Price Funds and will not engage in the general securities
business. Since the Price Funds are sold on a no-load basis,
Investment Services will not receive any commission or other
compensation for acting as principal underwriter.
(b) The address of each of the directors and officers of
Investment Services listed below is 100 East Pratt Street,
Baltimore, Maryland 21202.
Name and Principal Positions and OfficesOffices
Business Address With Underwriter With Registrant
James Sellers Riepe President and DirectorVice President and
Director
Henry Holt Hopkins Vice President and Vice President
Director
Mark E. Rayford Director None
Charles E. Vieth Vice President and None
Director
Patricia M. Archer Vice President None
Edward C. Bernard Vice President None
Joseph C. Bonasorte Vice President None
Meredith C. Callanan Vice President None
Laura H. Chasney Vice President None
Victoria C. Collins Vice President None
Christopher W. Dyer Vice President None
Mark S. Finn Vice President and None
Assistant Controller
Forrest R. Foss Vice President None
Patricia O. Goodyear Vice President None
James W. Graves Vice President None
Andrea G. Griffin Vice President None
Thomas Grizzard Vice President None
David J. Healy Vice President None
Joseph P. Healy Vice President None
Walter J. Helmlinger Vice President None
Eric G. Knauss Vice President None
Douglas G. Kremer Vice President None
Sharon Renae Krieger Vice President None
Keith Wayne Lewis Vice President None
David A. Lyons Vice President None
Sarah McCafferty Vice President None
Maurice A. Minerbi Vice President None
PAGE 19
George A. Murnaghan Vice President None
Steven E. Norwitz Vice President None
Kathleen M. O'Brien Vice President None
Charles S. Peterson Vice President None
Pamela D. Preston Vice President None
Lucy B. Robins Vice President None
John R. Rockwell Vice President None
William F. Wendler, II Vice President None
Jane F. White Vice President None
Thomas R. Woolley Vice President None
Alvin M. Younger, Jr. Secretary and TreasurerNone
Joseph P. Croteau Controller None
Catherine L. Berkenkemper Assistant Vice
President None
Patricia S. Butcher Assistant Vice PresidentNone
John A. Galateria Assistant Vice PresidentNone
Keith J. Langrehr Assistant Vice PresidentNone
C. Lillian Matthews Assistant Vice PresidentNone
Janice D. McCrory Assistant Vice PresidentNone
Sandra J. McHenry Assistant Vice PresidentNone
JeanneMarie B. Patella Assistant Vice PresidentNone
Arthur J. Siber Assistant Vice PresidentNone
Mary A. Tamberrino Assistant Vice PresidentNone
Monica R. Tucker Assistant Vice PresidentNone
Linda C. Wright Assistant Vice PresidentNone
Nolan L. North Assistant Treasurer None
Barbara A. VanHorn Assistant Secretary None
(c) Not applicable. Investment Services will not receive
any compensation with respect to its activities as
underwriter for the Price Funds since the Price Funds are
sold on a no-load basis.
Item 30. Location of Accounts and Records.
All accounts, books, and other documents required to be
maintained by T. Rowe Price Equity Series, Inc. under Section
31(a) of the Investment Company Act of 1940 and the rules
thereunder will be maintained by T. Rowe Price Equity Series,
Inc., at its offices at 100 East Pratt Street, Baltimore,
Maryland 21202. Transfer agent, dividend disbursing, and
shareholder service activities are performed by T. Rowe Price
Services, Inc., at 100 East Pratt Street, Baltimore, Maryland
21202. Custodian activities for T. Rowe Price Equity Series,
Inc. are performed at State Street Bank and Trust Company's
Service Center (State Street South), 1776 Heritage Drive,
Quincy, Massachusetts 02171.
PAGE 20
Item 31. Management Services.
The Registrant is not a party to any management-related
service contract, other than as set forth in the Prospectus.
Item 32. Undertakings.
(a) Inapplicable
(b) The Personal Strategy Balanced Portfolio will file,
within four to six months from the effective date of its
registration statement, a post-effective amendment using
financial statements which need not be certified.
(c) If requested to do so by the holders of at least 10% of
all votes entitled to be cast, the Registrant will call
a meeting of shareholders for the purpose of voting on
the question of removal of a director or directors and
will assist in communications with other shareholders to
the extent required by Section 16(c).
(d) Each series of the Registrant agrees to furnish, upon
request and without charge, a copy of its latest Annual
Report to each person to whom as prospectus is
delivered.
PAGE 21
Pursuant to the requirements of the Securities Act of 1933,
as amended, and the Investment Company Act of 1940, as amended,
the Registrant certifies that it has duly caused this
Registration Statement to be signed on its behalf by the
undersigned, thereunto duly authorized, in the City of Baltimore,
State of Maryland, this 29th day of September, 1994.
T. ROWE PRICE EQUITY SERIES, INC.
/s/M. David Testa
By: M. David Testa, President and
Director
Pursuant to the requirements of the Securities Act of 1933,
as amended, this Registration Statement has been signed below by
the following persons in the capacities and on the dates
indicated:
SIGNATURE TITLE DATE
/s/M. David Testa President and Director
M. David Testa (Principal Executive Officer)September 29,
1994
/s/Carmen F. Deyesu Treasurer
Carmen F. Deyesu (Principal Financial Officer)September 29,
1994
/s/Leo C. Bailey Director September 29,
1994
Leo C. Bailey
/s/Donald W. Dick, Jr. Director September 29,
1994
Donald W. Dick, Jr.
/s/David K. Fagin Director September 29,
1994
David K. Fagin
PAGE 22
/s/Addison Lanier Director September 29,
1994
Addison Lanier
/s/John H. Laporte Executive Vice President September 29 1994
John H. Laporte and Director
/s/John K. Major Director September 29,
1994
John K. Major
/s/James S. Riepe Vice President and DirectorSeptember 29,
1994
James S. Riepe
/s/Hubert D. Vos Director September 29,
1994
Hubert D. Vos
/s/Paul M. Wythes Director September 29,
1994
Paul M. Wythes
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