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                             PLAN PURSUANT TO RULE 12b-1

     WHEREAS, the T. Rowe Price Tax-Free Income Fund, Inc. ("FUND") is an
open-end management investment company registered under the Investment Company
Act of 1940, as amended ("1940 ACT"), and offers for public sale shares of
beneficial interest in the Fund;

     WHEREAS, the Board of Directors is authorized to establish separate classes
of shares of the Fund, and has authorized more than one such class, including
the T. Rowe Price Tax-Free Income Fund-Advisor Class (THE "ADVISOR CLASS");

     WHEREAS, the Fund desires to adopt a plan pursuant to Rule 12b-1 under the
1940 Act with respect to the Advisor Class of shares (THE "ADVISOR CLASS
SHARES") and the Board of Directors has determined that there is a reasonable
likelihood that adoption of said plan will benefit the Fund and the Advisor
Class shareholders; and

     WHEREAS, the Fund has employed T. Rowe Price Investment Services, Inc.
("INVESTMENT SERVICES") as principal underwriter of both classes of shares of
the Fund, pursuant to an Underwriting Agreement between Investment Services and
the Fund;

     NOW, THEREFORE, the Fund hereby adopts this Plan pursuant to Rule 12b-1
("PLAN") with respect to the Advisor Class Shares in accordance with Rule 12b-1
under the 1940 Act on the following terms and conditions:

     1.  The Fund is authorized to pay to Investment Services, or such other
person(s) as it or Investment Services designates, to finance any or all of the
distribution, shareholder servicing, maintenance of shareholder accounts, and/or
other administrative services with respect to Advisor Class Shares, a fee at an
annual rate of no more than 0.25% of the net assets of the Advisor Class Shares,
such fee to be calculated and accrued daily and paid monthly or at such other
intervals as the Board shall determine.


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     2.  The fees payable hereunder are payable without regard to the aggregate
amount that may be paid over the years, provided that the amounts paid hereunder
                                        -------------
shall not exceed any limitations, including permissible interest, imposed by
applicable National Association of Security Dealers, Inc. or Securities and
Exchange Commission rules.

     3.  This Plan shall take effect on July 24, 2002, or such other date as the
Directors of the Fund shall determine, and shall continue in effect until April
30, 2003 and for successive periods of one year thereafter for so long as it is
initially approved, and such continuance is specifically approved at least
annually, by votes of a majority of both (a) the Board of Directors, and (b)
those Directors who are not "interested persons" of the Fund, as defined in the
1940 Act and who have no direct or indirect financial interest in the operation
of the Plan or in any agreements related to the Plan (the "Rule 12b-1
Directors"), cast in person at a meeting or meetings called for the purpose of
voting on the Plan.

     4.  Investment Services shall provide, or arrange to be provided, to the
Fund's Board of Directors and the Board shall review, at least quarterly, a
written report of the amounts so expended and the purposes for which such
expenditures were made as required by Rule 12b-1 under the 1940 Act.

     5.  This Plan may be terminated at any time without penalty by vote of a
majority of the Rule 12b-1 Directors or by vote of a majority of the outstanding
Advisor Class Shares.

     6.  This Plan may not be amended to increase materially the amount of fees
to be paid by Advisor Class Shares hereunder unless such amendment is approved
by a vote of at least a majority of the outstanding Advisor Class Shares (as
required by the 1940 Act), and no material amendment to the Plan shall be made
unless such amendment is approved in the manner provided in paragraph 3 hereof
for annual approval.

     7.  While the Plan is in effect, the selection and nomination of Directors
who are not interested persons of the Fund, as defined in the 1940 Act, shall be
committed to the discretion of Directors who are themselves not interested
persons.


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     8.  The Fund shall preserve copies of the Plan and any related agreements
for a period of not less than six years from the date of expiration of the Plan
or agreement, as the case may be, the first two years in an easily accessible
place; and shall preserve copies of each report made pursuant to Paragraph 4
hereof for a period of not less than six years from the date of such report, the
first two years in an easily accessible place.

     Effective as of July 24, 2002.























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