-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, DOFFCRb79AQ2YYCEboyOplskLCEUQUx3vZ1HEogZxhkSUvM8Zc1PQP4wuKNj/JlB PXlaO3FBX+ly5yXVrbXqmg== /in/edgar/work/20000527/0000080255-00-000408/0000080255-00-000408.txt : 20000919 0000080255-00-000408.hdr.sgml : 20000919 ACCESSION NUMBER: 0000080255-00-000408 CONFORMED SUBMISSION TYPE: DEFA14A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20000526 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRICE T ROWE ASSOCIATES INC /MD/ CENTRAL INDEX KEY: 0000080255 STANDARD INDUSTRIAL CLASSIFICATION: [6200 ] IRS NUMBER: 520556948 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: DEFA14A SEC ACT: SEC FILE NUMBER: 000-14282 FILM NUMBER: 645235 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT ST CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: (410)345- MAIL ADDRESS: STREET 1: P.O. BOX 89000 CITY: BALTIMORE STATE: MD ZIP: 21289 DEFA14A 1 PROXY CARD T. Rowe Price T. ROWE PRICE ASSOCIATES, INC. SPECIAL MEETING OF STOCKHOLDERS Friday, June 30, 2000 9:00 a.m. CONFERENCE ROOM 9D 100 East Pratt Street, 9th floor Baltimore, Maryland 21202 DIRECTIONS TO 100 EAST PRATT STREET (OPPOSITE INNER HARBOR) and PARKING GARAGE From the south: Take I-95 north to I-395 (downtown) directly into Baltimore City. Turn right onto Pratt Street and then left onto Calvert Street. The parking garage entrance is on the left side of Calvert Street approximately 50 feet before the next traffic light at Lombard Street. From the north: Take I-83 (Jones Falls Expressway) directly into Baltimore City. Turn right onto Lombard Street. Proceed for approximately 2/3 mile and then turn left onto Light Street. Turn left to enter the parking garage. From the west: Take Route 40 (Baltimore National Pike) east directly into Baltimore City (Edmondson Avenue to Mulberry Street). Turn right onto Martin Luther King Boulevard; proceed south for approximately 1/2 mile and then turn left (east) onto Pratt Street. Proceed east on Pratt Street for approximately 7/8 mile and then left onto Calvert Street. The parking garage entrance is on the left side of Calvert Street approximately 50 feet before the next traffic light at Lombard Street. From the east: Take I-95 south through the Inner Harbor Tunnel. Exit at I-395 (downtown) directly into Baltimore City. Turn right onto Pratt Street and then left onto Calvert Street. The parking garage entrance is on the left side of Calvert Street approximately 50 feet before the next traffic light at Lombard Street. Logo June30, 2000 Proxy T. ROWE PRICE ASSOCIATES, INC. Revocable Proxy Solicited on Behalf of the Board of Directors I hereby appoint James S. Riepe, George A. Roche, and M. David Testa, together and separately, as proxies to vote all shares of common stock which I have power to vote at the Special Meeting of Stockholders to be held on Friday, June 30, 2000, at 9:00 a.m., in Conference Room 9D on the 9th floor of 100 East Pratt Street, Baltimore, Maryland 21202, and at any adjournments thereof in accordance with the instructions on the reverse side of this proxy card and as if I were present in person and voting such shares. The proxies are authorized in their discretion to vote upon such other business as may properly come before the meeting and they may name others to take their place. I also hereby acknowledge receipt of the Notice of Special Meeting and Proxy Statement dated May 24, 2000. PLEASE VOTE YOUR PROXY PROMPTLY See reverse side for voting instructions. Company # Control # There are three ways to vote your T. Rowe Price Associates, Inc. Proxy. Your telephone or Internet vote authorizes the named proxies to vote your shares in the same manner as if you marked, signed and returned your proxy card. The deadline for telephone or Internet voting is 1 p.m. EDST on June 29, 2000. VOTE BY TELEPHONE - TOLL FREE - 1-800-240-6326 - QUICK *** EASY *** IMMEDIATE Use any touch-tone telephone to vote your proxy 24 hours a day, 7 days a week, until 1:00 p.m. EDST on June 29 2000. Have your proxy card in hand when you call. You will be prompted to enter your 3-digit company number and 7-digit control number, which are located in the upper right hand corner of this card. Then follow the simple instructions given over the phone. VOTE BY INTERNET - http://www.eproxy.com/trow/ - QUICK *** EASY *** IMMEDIATE Use the Internet to vote your proxy 24 hours a day, 7 days a week, until 1:00 p.m. EDST on June 29, 2000. Have your proxy card in hand when you access the web site. You will be prompted to enter your 3-digit company number and 7-digit control number, which are locate din the upper right hand corner of this card. This will create an electronic ballot. VOTE BY MAIL - POSTAGE PAID ENVELOPE PROVIDED Mark, sign and date your proxy card and return it in the postage-paid envelope we have provided. T. ROWE PRICE (LOGO) If you vote by phone or the Internet, please do not mail your proxy card (arrow)Please detach here(arrow) The Board of Directors Recommends a Vote "FOR" Items 1 and 2. (1) APPROVE THE AGREEMENT AND PLAN OF SHARE EXCHANGE BETWEEN T. ROWE PRICE ASSOCIATES, INC. AND T. ROWE PRICE GROUP, INC. [ ] FOR [ ] AGAINST [ ] ABSTAIN (2) IN THEIR DISCRETION, the proxies are authorized to vote upon such other business and further business as may be brought before the meeting or any adjournment(s) thereof. [ ] FOR [ ] WITHHOLD Address Change? Mark Box ( Indicate changes below: Date __________________________________ Signature(s) in Box If you are voting by mail, please date and sign exactly as your name appears to the left. When signing as a fiduciary, representative or corporate officer, give full title as such. If you receive more than one proxy card, please vote the shares represented by each card separately. -----END PRIVACY-ENHANCED MESSAGE-----