|UNITED STATES                                                     
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|SECURITIES AND EXCHANGE COMMISSION                                
|Washington, D.C. 20549                                            
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|FORM N-Q                                                          
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|QUARTERLY SCHEDULE OF PORTFOLIO HOLDINGS OF REGISTERED            
|MANAGEMENT INVESTMENT COMPANIES                                   
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|Investment Company Act File Number: 811-2684                      
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|T. Rowe Price Tax-Free Income Fund, Inc.                          
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|(Exact name of registrant as specified in charter)                
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|100 East Pratt Street,
    Baltimore, MD 21202                    
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|(Address of
    principal executive offices)                      
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|David Oestreicher                                                 
|100 East Pratt Street,
    Baltimore, MD 21202                    
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|(Name and
    address of agent for service)                       
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|Registrants telephone number, including area code: (410) 345-2000
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|Date of fiscal year end: February 28                              
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|Date of reporting period: May 31, 2009                            

|T. Rowe Price N-Q Report
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|Tax-Free Income Fund, Inc. | May 31, 2009
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|T. ROWEPRICETAX-FREEINCOMEFUND
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Unaudited

The accompanying notes are an integral part of this Portfolio of Investments.

T. Rowe Price Tax-Free Income Fund 
Unaudited

NOTES TO PORTFOLIO OF INVESTMENTS

T. Rowe Price Tax-Free Income Fund, Inc. (the fund), is registered under the Investment Company Act of 1940 (the 1940 Act) as a diversified, open-end management investment company. The fund seeks to provide a high level of income exempt
from federal income taxes by investing primarily in long-term investment-grade municipal securities.

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

Basis of PreparationThe accompanying Portfolio of Investments was prepared in accordance with accounting principles generally accepted in the United States of America, which require the use of estimates made by fund management. Fund management believes
that estimates and security valuations are appropriate; however, actual results may differ from those estimates, and the security valuations reflected in the Portfolio of Investments may differ from the value the fund receives upon sale of the
securities.

Investment TransactionsInvestment transactions are accounted for on the trade date.

New Accounting PronouncementOn March 1, 2009, the fund adopted Statement of Financial Accounting Standards No. 161 (FAS 161), *Disclosures about Derivative Instruments and Hedging Activities*. FAS 161 requires enhanced disclosures about derivative and hedging
activities, including how such activities are accounted for and their effect on financial position, performance and cash flows. Adoption of FAS 161 had no impact on the funds net assets or results of operations.

NOTE 2 - VALUATION

The funds investments are reported at fair value as defined under Statement of Financial Accounting Standards No. 157 (FAS 157),Fair Value Measurements.The fund values its
investments and computes its net asset value per share at the close of the New York Stock Exchange (NYSE), normally 4 p.m. ET, each day that the NYSE is open for business.

Valuation MethodsDebt securities are generally traded in the over-the-counter (OTC) market. Securities with remaining maturities of one year or more at the time of acquisition are valued at prices furnished by dealers who make markets in such securities
or by an independent pricing service, which considers the yield or price of bonds of comparable quality, coupon, maturity, and type, as well as prices quoted by dealers who make markets in such securities. Securities with remaining maturities of
less than one year at the time of acquisitiongenerally use amortized cost in local currency to approximate fair value. However, if amortized cost is deemed not to reflect fair value or the fund holds a
significant amount of such securities with remaining maturities of more than 60 days, the securities are valued at prices furnished by dealers who make markets in such securities or by an independent pricing service.

Financial futures contracts are valued at closing settlement prices.

Other investments, including restricted securities, and those for which the above valuation procedures are inappropriate or are deemed not to reflect fair value are stated at fair value as determined in good faith by the T. Rowe Price
Valuation Committee, established by the funds Board of Directors.

Valuation InputsVarious inputs are used to determine the value of the funds investments. These inputs are summarized in the three broad levels listed below:

Level 1  quoted prices in active markets for identical securities

Level 2  observable inputs other than Level 1 quoted prices (including, but not limited to, quoted prices for similar securities, interest rates, prepayment speeds, credit risk)

Level 3  unobservable inputs

Observable inputs are those based on market data obtained from sources independent of the fund, and unobservable inputs reflect the funds own assumptions based on the best information available. The input levels are not
necessarily an indication of the risk or liquidity associated with investments at that level. The following table summarizes the funds investments, based on the inputs used to determine their values on May 31, 2009:



NOTE 3 - DERIVATIVE INSTRUMENTS

The fund may invest in derivative instruments. As defined by Statement of Financial Accounting Standards No. 133 (FAS 133), Accounting for Derivative Instruments and Hedging Activities, a derivative is a financial instrument whose value
is derived from an underlying security price, foreign exchange rate, interest rate, index of prices or rates, or other variable; it requires little or no initial investment and permits or requires net settlement. The fund invests in derivatives only
if the expected risks and rewards are consistent with its investment objectives, policies, and overall risk profile, as described in its prospectus and Statement of Additional Information. The fund may use derivatives for a variety of purposes, such
as seeking to hedge against declines in principal value, increase yield, invest in an asset with greater efficiency and at a lower cost than is possible through direct investment, or to adjust portfolio duration and credit exposure. The risks
associated with the use of derivatives are different from, and potentially much greater than, the risks associated with investing directly in the instruments on which the derivatives are based. Investments in derivatives can magnify returns
positively or negatively; however, the fund at all times maintains sufficient cash reserves, liquid assets, or other SEC-permitted asset types to cover the settlement obligations under its open derivative contracts.

The fund values its derivatives at fair value, as described below and in Note 2, and recognizes changes in fair value currently in its results of operations. Accordingly, the fund does not follow hedge accounting as prescribed by FAS
133, even for derivatives employed as economic hedges.

Counterparty risk related to exchange-traded derivatives, including futures and options contracts, is minimal because the exchanges clearinghouse provides protection against defaults. Additionally, for exchange-traded derivatives,
each broker in its sole discretion may change margin requirements applicable to the fund.

Futures ContractsThe fund may enter into futures contracts to manage exposure to interest rate and yield curve movements, security prices, foreign currencies, credit quality, and mortgage prepayments; as an efficient means of adjusting exposure to all
or part of a target market; to enhance income; as a cash management tool; and/or to adjust portfolio duration and credit exposure. A futures contract provides for the future sale by one party andpurchase by another of a specified amount of a specific underlying financial instrument at an agreed upon price, date, time, and place. The fund currently invests only in exchange-traded futures, which generally are standardized as to
maturity date, underlying financial instrument, and other contract terms. Upon entering into a futures contract, the fund is required to deposit with the broker cash or securities in an amount equal to a certain percentage of the contract value
(initial margin deposit); the margin deposit must then be maintained at the established level over the life of the contract. Subsequent payments are made or received by the fund each day (variation margin) to settle daily fluctuations in the value
of the contract, which reflect changes in the value of the underlying financial instrument. Variation margin is recorded as unrealized gain or loss until the contracts are closed. For a futures contract, the value included in net assets is the
amount of unsettled variation margin. Risks related to the use of futures contracts include possible illiquidity of the futures markets, contract prices that can be highly volatile and imperfectly correlated to movements in hedged security values
and/or interest rates, and potential losses in excess of the funds initial investment.

NOTE 4 - OTHER INVESTMENT TRANSACTIONS

Consistent with its investment objective, the fund engages in the following practices to manage exposure to certain risks or to enhance performance. The investment objective, policies, program, and risk factors of the fund are described
more fully in the funds prospectus and Statement of Additional Information.

Restricted SecuritiesThe fund may invest in securities that are subject to legal or contractual restrictions on resale. Prompt sale of such securities at an acceptable price may be difficult and may involve substantial delays and additional costs.

NOTE 5 - FEDERAL INCOME TAXES

At May 31, 2009, the cost of investments for federal income tax purposes was $1,920,948,000. Net unrealized gain aggregated $21,358,000 at period-end, of which $91,745,000 related to appreciated investments and
$70,387,000 related to depreciated investments.

Item 2. Controls and Procedures.

(a)  The registrants principal executive officer and principal financial officer have evaluated the registrants disclosure controls and procedures within 90 days of this filing and have concluded that the registrants
disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-Q was recorded, processed, summarized, and reported timely.

(b) The registrants principal executive officer and principal financial officer are aware of no change in the registrants internal control over financial reporting that occurred during the registrants most recent
fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting.

Item 3. Exhibits.

Separate certifications by the registrants principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(a) under the Investment Company Act of 1940,
are attached.

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|SIGNATURES                                                                                       
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|                                                                                                  | Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment
|Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the
|undersigned, thereunto duly authorized.                                                          
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|T. Rowe Price Tax-Free Income Fund, Inc.                                                         
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|By                                                                                                | /s/ Edward C. Bernard                                                                 
|                                                                                                  | Edward C. Bernard                                                                     
|                                                                                                  | Principal Executive Officer                                                           
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|Date                                                                                              | July 24, 2009                                                                         
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|                                                                                                  | Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment
|Company Act of 1940, this report has been signed below by the following persons on behalf of     
|the registrant and in the capacities and on the dates indicated.                                 
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|By                                                                                                | /s/ Edward C. Bernard                                                                 
|                                                                                                  | Edward C. Bernard                                                                     
|                                                                                                  | Principal Executive Officer                                                           
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|Date                                                                                              | July 24, 2009                                                                         
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|By                                                                                                | /s/ Gregory K. Hinkle                                                                 
|                                                                                                  | Gregory K. Hinkle                                                                     
|                                                                                                  | Principal Financial Officer                                                           
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|Date                                                                                              | July 24, 2009