N-CSR 1 arexp.htm T. ROWE PRICE EQUITY INDEX 500 PORTFOLIO T. Rowe Price Equity Index 500 Portfolio - December 31, 2006


Item 1: Report to Shareholders

T. Rowe Price Annual Report
 Equity Index 500 Portfolio December 31, 2006 

The views and opinions in this report were current as of December 31, 2006. They are not guarantees of performance or investment results and should not be taken as investment advice. Investment decisions reflect a variety of factors, and the managers reserve the right to change their views about individual stocks, sectors, and the markets at any time. As a result, the views expressed should not be relied upon as a forecast of the fund’s future investment intent. The report is certified under the Sarbanes-Oxley Act, which requires mutual funds and other public companies to affirm that, to the best of their knowledge, the information in their financial reports is fairly and accurately stated in all material respects.

Manager’s Letter
T. Rowe Price Equity Index 500 Portfolio

Dear Investor

Despite a sharp decline from mid-May through mid-June, U.S. stocks rose strongly in 2006, the market’s fourth consecutive year of gains since the end of the 2000–2002 bear market. In fact, the S&P 500 Index reached a six-year high. Equities were lifted by substantial merger and leveraged buyout activity, continued strong corporate earnings growth despite an economic deceleration, and declining oil prices and long-term interest rates in the second half of the year. Investors were also pleased that the Federal Reserve, which increased the federal funds target rate to 5.25% by midyear, refrained from raising it in the last six months in anticipation that slower economic growth would allow inflation to moderate over time.

The portfolio returned 12.42% in the second half of 2006 and 15.38% for the entire year. As shown in the table, the portfolio closely tracked the performance of its benchmark, the S&P 500 Stock Index, in both periods. The portfolio’s performance tends to slightly trail that of the benchmark due to annual operating and management expenses.

Market Environment

U.S. economic growth moderated significantly over the course of 2006. According to the latest data, the economy expanded at an annualized rate of 2.0% in the third quarter versus 2.6% in the second and 5.6% in the first. The slowdown reflected a cooler housing market, softer manufacturing activity, and some deceleration of consumer spending amid high energy costs, rising mortgage costs, and slower housing equity growth.

The overall rate of inflation eased somewhat as oil and gas prices declined from their summer peaks, but “core” inflation (excluding food and energy prices) remained above the stated comfort zone of Federal Reserve officials. Nevertheless, the central bank refrained from raising the fed funds rate in the last six months based on the moderation of U.S. economic growth and expectations that inflation will diminish over time. However, Fed officials believe that “some inflation risks remain” and have left open the possibility of additional rate increases.

Portfolio and Performance Review

The T. Rowe Price Equity Index 500 Portfolio is designed for investors who want to harness the potential for long-term capital appreciation from broad exposure to large-cap stocks. This portfolio could serve as a core holding, as it offers attributes that many investors will find appealing.

• It is well diversified, which can reduce the potentially negative impact of a given stock on the entire portfolio. The portfolio invests in all S&P 500 Index stocks.

• It tends to closely track its benchmark. The portfolio uses a full replication strategy so that the weightings of our holdings match those of the S&P 500 Index. We occasionally invest in securities such as futures and exchange-traded funds (ETFs) so that the portfolio can accommodate cash flows and remain fully invested.

• It offers instant, broad exposure to different sectors of the stock market, and the portfolio’s sector allocations are consistent with the benchmark’s sector breakdown. As such, changes in sector diversification will reflect changes in the composition of the index, rather than strategic shifts that are typical of an actively managed portfolio.

All major S&P 500 sectors advanced in the second half of the year, led by telecommunication services. Though a small part of the large-cap universe, telecom companies AT&T, BellSouth, which was acquired by AT&T at the end of the year, and Verizon Communications were some of the largest contributors to the portfolio’s performance in the last six months, thanks in part to strong wireless businesses. One major exception was Sprint Nextel, which struggled with the loss of customers and problems associated with integrating the businesses it acquired in recent years. (Please refer to the portfolio of investments for a complete listing of holdings and the amount each represents in the portfolio.)


Highlights 

• Large-cap stocks rose strongly in the second half of 2006, capping the U.S. stock market’s fourth straight positive year.

• The Equity Index 500 Portfolio closely tracked the unmanaged S&P 500 Index in the 6- and 12-month periods ended December 31, 2006.

• Using a full replication strategy, we keep the composition of the portfolio in line with the benchmark.

• This passively managed portfolio provides convenient and broad exposure to the large-cap segment of the stock market, and we are not concerned with economic and market trends. We seek only to replicate the S&P 500.


Stocks in the financials sector contributed strongly to the portfolio’s performance. Brokerage and investment banking companies did best, especially Goldman Sachs, Merrill Lynch, and Morgan Stanley, which benefited from favorable capital market conditions. Diversified financial services companies also performed well, and insurance firms were lifted by the dearth of disaster-related claims following an unexpectedly quiet 2006 Atlantic hurricane season.

Information technology shares produced solid returns in the last six months. Makers of computers and peripherals led the sector, especially IBM, Hewlett-Packard, and iPod maker Apple Computer. Software and communications equipment stocks also rose; bellwethers Microsoft and Cisco Systems were two of the largest contributors to the portfolio’s performance. Other tech industries were less robust.


Consumer discretionary shares performed better than the broad market in the second half of the year, as consumer spending was helped by a sharp decline in oil and gas prices. Media stocks advanced, helped by some encouraging industry trends and leveraged buyout activity. Hotel, restaurant, and gaming stocks also performed well. Specialty retailers were less robust: Home Depot did well, but Best Buy stumbled as the company’s earnings were hurt by the discounts offered on popular merchandise amid strong retail competition.

Several sectors lagged the broad market in the second half of the year. Industrials and business services companies, many of which are cyclical, had difficulty advancing in the face of moderating economic growth. One of the largest detractors was machinery company Caterpillar, which struggled amid weaker-than-expected financial results. Consumer staples were generally lackluster, though a few names did well, including Procter & Gamble and tobacco giant Altria Group. Energy stocks lost their momentum as oil prices tumbled in the second half of the year; much of the sector’s gain is attributable to ExxonMobil, the largest company by market cap in the index.

For the entire year, all major sectors advanced, with telecommunication services and energy stocks producing the strongest gains. Consumer discretionary, utilities, financials, and materials stocks also did very well, performing better than or in line with the broad market. Other sectors lagged, especially health care and information technology.

Standard & Poor’s authorized about 30 changes to the composition of the S&P 500 Index in 2006, half of which occurred in the last six months. Many of the stocks that left the index were acquired by other companies or taken private via leveraged buyouts. Please see the table on page 4 for a complete list of index changes in 2006.

Outlook

Although the current bull market in U.S. equities has lasted more than four years, there is no indication that the bull is on its last legs. The economy seems to be expanding at a healthy pace, corporate profits remain strong, energy costs have fallen substantially from their peaks, and interest rates, though not as low as they were a few years ago, remain supportive. Still, after four years of strong returns, it is reasonable to expect any future gains to be more moderate, particularly if any of the current favorable trends come to an end.

Regardless of the prospects for the economy or individual companies, industries, or sectors, we will continue to track closely the S&P 500 Index to provide you with broad exposure to the large-cap segment of the U.S. stock market. We thank your for your confidence in our investment and index-tracking capabilities.

Respectfully submitted,

E. Frederick Bair
Chairman of the portfolio’s Investment Advisory Committee

January 24, 2007

The committee chairman has day-to-day responsibility for managing the portfolio and works with committee members in developing and executing the portfolio’s investment program


Risks of Investing 

As with all stock mutual funds, the portfolio’s share price can fall because of weakness in the stock market, a particular industry, or specific holdings. Stock markets can decline for many reasons, including adverse political or economic developments, changes in investor psychology, or heavy institutional selling. The prospects for an industry or company may deteriorate because of a variety of factors, including disappointing earnings or changes in the competitive environment.


Glossary 

Fed funds target rate: An overnight lending rate set by the Federal Reserve and used by banks to meet reserve requirements. Banks also use the fed funds rate as a benchmark for their prime lending rates.

Price/earnings (P/E) ratio: A ratio that shows the “multiple” of earnings at which a stock is selling. It is calculated by dividing a stock’s current price by its current earnings per share. For example, if a stock’s price is $60 per share and the issuing company earns $2 per share, the P/E ratio is $60/$2, or 30.

S&P 500 Stock Index: Tracks the stocks of 500 mostly large U.S. companies.







Performance and Expenses
T. Rowe Price Equity Index 500 Portfolio

Growth of $10,000 

This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which may include a broad-based market index and a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes.



Fund Expense Example

As a mutual fund shareholder, you may incur two types of costs: (1) transaction costs, such as redemption fees or sales loads, and (2) ongoing costs, including management fees, distribution and service (12b-1) fees, and other fund expenses. The following example is intended to help you understand your ongoing costs (in dollars) of investing in the fund and to compare these costs with the ongoing costs of investing in other mutual funds. The example is based on an investment of $1,000 invested at the beginning of the most recent six-month period and held for the entire period.

Actual Expenses
The first line of the following table (“Actual”) provides information about actual account values and actual expenses. You may use the information in this line, together with your account balance, to estimate the expenses that you paid over the period. Simply divide your account value by $1,000 (for example, an $8,600 account value divided by $1,000 = 8.6), then multiply the result by the number in the first line under the heading “Expenses Paid During Period” to estimate the expenses you paid on your account during this period.

Hypothetical Example for Comparison Purposes
The information on the second line of the table (“Hypothetical”) is based on hypothetical account values and expenses derived from the fund’s actual expense ratio and an assumed 5% per year rate of return before expenses (not the fund’s actual return). You may compare the ongoing costs of investing in the fund with other funds by contrasting this 5% hypothetical example and the 5% hypothetical examples that appear in the shareholder reports of the other funds. The hypothetical account values and expenses may not be used to estimate the actual ending account balance or expenses you paid for the period.

You should also be aware that the expenses shown in the table highlight only your ongoing costs and do not reflect any transaction costs, such as redemption fees or sales loads. Therefore, the second line of the table is useful in comparing ongoing costs only and will not help you determine the relative total costs of owning different funds. To the extent a fund charges transaction costs, however, the total cost of owning that fund is higher.






The accompanying notes are an integral part of these financial statements.
























The accompanying notes are an integral part of these financial statements.





The accompanying notes are an integral part of these financial statements.





The accompanying notes are an integral part of these financial statements.





The accompanying notes are an integral part of these financial statements.




Notes to Financial Statements
T. Rowe Price Equity Index 500 Portfolio
December 31, 2006

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

T. Rowe Price Equity Series, Inc. (the corporation), is registered under the Investment Company Act of 1940 (the 1940 Act). The Equity Index 500 Portfolio (the fund), a diversified, open-end management investment company, is one portfolio established by the corporation. The fund commenced operations on December 29, 2000. The fund seeks to match the performance of the Standard & Poor’s 500 Stock Index®. Shares of the fund are currently offered only through certain insurance companies as an investment medium for both variable annuity contracts and variable life insurance policies.

The accompanying financial statements were 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 financial statements may differ from the value the fund ultimately realizes upon sale of the securities.

Valuation 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. Equity securities listed or regularly traded on a securities exchange or in the over-the-counter (OTC) market are valued at the last quoted sale price at the time the valuations are made, except for OTC Bulletin Board securities, which are valued at the mean of the latest bid and asked prices. A security that is listed or traded on more than one exchange is valued at the quotation on the exchange determined to be the primary market for such security. Listed securities not traded on a particular day are valued at the mean of the latest bid and asked prices. Debt securities with original maturities of less than one year are valued at amortized cost in local currency, which approximates fair value when combined with accrued interest. Investments in mutual funds are valued at the mutual fund’s closing net asset value per share on the day of valuation. 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.

Investment Transactions, Investment Income, and Distributions Income and expenses are recorded on the accrual basis. Premiums and discounts on debt securities are amortized for financial reporting purposes. Dividends received from mutual fund investments are reflected as dividend income; capital gain distributions are reflected as realized gain/loss. Dividend income and capital gain distributions are recorded on the ex-dividend date. Investment transactions are accounted for on the trade date. Realized gains and losses are reported on the identified cost basis. Payments (“variation margin”) made or received to settle the daily fluctuations in the value of futures contracts are recorded as unrealized gains or losses until the contracts are closed. Unsettled variation margin on futures contracts is reflected as other assets or liabilities, and unrealized gains and losses on futures contracts are reflected as the change in net unrealized gain or loss in the accompanying financial statements. Distributions to shareholders are recorded on the ex-dividend date. Income distributions are declared and paid on a quarterly basis. Capital gain distributions, if any, are declared and paid by the fund, typically on an annual basis.

New Accounting Pronouncements In June 2006, the Financial Accounting Standards Board (“FASB”) issued FASB Interpretation No. 48 (“FIN 48”), Accounting for Uncertainty in Income Taxes, a clarification of FASB Statement No. 109, Accounting for Income Taxes. FIN 48 establishes financial reporting rules regarding recognition and measurement of tax positions taken or expected to be taken on a tax return. Management is evaluating the anticipated impact, if any, that FIN 48 will have on the fund upon adoption, which, pursuant to a delay granted by the U.S. Securities and Exchange Commission, is expected to be on the last business day of the fund’s semi-annual period, June 29, 2007.

In September 2006, the FASB released the Statement of Financial Accounting Standard No. 157 (“FAS 157”), Fair Value Measurements. FAS 157 clarifies the definition of fair value and establishes the framework for measuring fair value, as well as proper disclosure of this methodology in the financial statements. It will be effective for the fund’s fiscal year beginning January 1, 2008. Management is evaluating the effects of FAS 157; however, it is not expected to have a material impact on the fund’s net assets or results of operations.

NOTE 2 - 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.

Futures Contracts During the year ended December 31, 2006, the fund was a party to futures contracts, which provide for the future sale by one party and purchase by another of a specified amount of a specific financial instrument at an agreed upon price, date, time, and place. Risks arise from possible illiquidity of the futures market and from movements in security values.

Other Purchases and sales of portfolio securities, other than short-term securities, aggregated $3,487,000 and $3,453,000, respectively, for the year ended December 31, 2006.

NOTE 3 - FEDERAL INCOME TAXES

No provision for federal income taxes is required since the fund intends to continue to qualify as a regulated investment company under Subchapter M of the Internal Revenue Code and distribute to shareholders all of its taxable income and gains. Federal income tax regulations differ from generally accepted accounting principles; therefore, distributions determined in accordance with tax regulations may differ significantly in amount or character from net investment income and realized gains for financial reporting purposes. Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Financial records are not adjusted for temporary differences.

Distributions during the year ended December 31, 2006, totaled $264,000 and were characterized as ordinary income for tax purposes. At December 31, 2006, the tax-basis components of net assets were as follows:


The fund intends to retain realized gains to the extent of available capital loss carryforwards. During the year ended December 31, 2006, the fund utilized no capital loss carryforwards. As of December 31, 2006, the fund had $1,103,000 of capital loss carryforwards, of which $173,000 expire in 2010, $819,000 expire in 2011, and $111,000 expire in 2014.

At December 31, 2006, the cost of investments for federal income tax purposes was $13,707,000.

NOTE 4 - RELATED PARTY TRANSACTIONS

The fund is managed by T. Rowe Price Associates, Inc. (the manager or Price Associates), a wholly owned subsidiary of T. Rowe Price Group, Inc. The investment management and administrative agreement between the fund and the manager provides for an all-inclusive annual fee equal to 0.40% of the fund’s average daily net assets. The fee is computed daily and paid monthly. The agreement provides that investment management, shareholder servicing, transfer agency, accounting, custody services and directors’ fees and expenses are provided to the fund, and interest, taxes, brokerage commissions, and extraordinary expenses are paid directly by the fund.

The fund may invest in the T. Rowe Price Reserve Investment Fund and the T. Rowe Price Government Reserve Investment Fund (collectively, the T. Rowe Price Reserve Funds), open-end management investment companies managed by Price Associates and affiliates of the fund. The T. Rowe Price Reserve Funds are offered as cash management options to mutual funds, trusts, and other accounts managed by Price Associates and/or its affiliates, and are not available for direct purchase by members of the public. The T. Rowe Price Reserve Funds pay no investment management fees. During the year ended December 31, 2006, dividend income from the T. Rowe Price Reserve Funds totaled $12,000, and the value of shares of the T. Rowe Price Reserve Funds held at December 31, 2006, and December 31, 2005, was $547,000 and $305,000, respectively.

Report of Independent Registered Public Accounting Firm

To the Board of Directors of T. Rowe Price Equity Series, Inc. and Shareholders of T. Rowe Price Equity Index 500 Portfolio

In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of T. Rowe Price Equity Index 500 Portfolio (one of the portfolios comprising T. Rowe Price Equity Series, Inc., hereafter referred to as the “Fund”) at December 31, 2006, the results of its operations for the year then ended, the changes in its net assets for each of the two years in the period then ended and the financial highlights for each of the five years in the period then ended, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as “financial statements”) are the responsibility of the Fund’s management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with the auditing standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at December 31, 2006 by correspondence with the custodian, brokers and by agreement to the underlying ownership records for T. Rowe Price Reserve Investment Fund, provide a reasonable basis for our opinion.

PricewaterhouseCoopers LLP
Baltimore, Maryland
February 5, 2007


Tax Information (Unaudited) for the Tax Year Ended 12/31/06 

We are providing this information as required by the Internal Revenue Code. The amounts shown may differ from those elsewhere in this report because of differences between tax and financial reporting requirements.

For taxable non-corporate shareholders, $253,000 of the fund’s income represents qualified dividend income subject to the 15% rate category.

For corporate shareholders, $253,000 of the fund’s income qualifies for the dividends-received deduction.


Information on Proxy Voting Policies, Procedures, and Records 

A description of the policies and procedures used by T. Rowe Price funds and portfolios to determine how to vote proxies relating to portfolio securities is available in each fund’s Statement of Additional Information, which you may request by calling 1-800-225-5132 or by accessing the SEC’s Web site, www.sec.gov. The description of our proxy voting policies and procedures is also available on our Web site, www.troweprice.com. To access it, click on the words “Company Info” at the top of our homepage for individual investors. Then, in the window that appears, click on the “Proxy Voting Policy” navigation button in the top left corner.

Each fund’s most recent annual proxy voting record is available on our Web site and through the SEC’s Web site. To access it through our Web site, follow the directions above, then click on the words “Proxy Voting Record” at the bottom of the Proxy Voting Policy page.


How to Obtain Quarterly Portfolio Holdings 

The fund files a complete schedule of portfolio holdings with the Securities and Exchange Commission for the first and third quarters of each fiscal year on Form N-Q. The fund’s Form N-Q is available electronically on the SEC’s Web site (www.sec.gov); hard copies may be reviewed and copied at the SEC’s Public Reference Room, 450 Fifth St. N.W., Washington, DC 20549. For more information on the Public Reference Room, call 1-800-SEC-0330.


About the Fund’s Directors and Officers 

Your fund is governed by a Board of Directors that meets regularly to review a wide variety of matters affecting the fund, including performance, investment programs, compliance matters, advisory fees and expenses, service providers, and other business affairs. The Board of Directors elects the fund’s officers, who are listed in the final table. At least 75% of Board members are independent of T. Rowe Price Associates, Inc. (T. Rowe Price), and T. Rowe Price International, Inc. (T. Rowe Price International); “inside” or “interested” directors are officers of T. Rowe Price. The business address of each director and officer is 100 East Pratt Street, Baltimore, Maryland 21202. The Statement of Additional Information includes additional information about the fund directors and is available without charge by calling a T. Rowe Price representative at 1-800-225-5132.

Independent Directors   
 
Name (Year of Birth)   
Year Elected*  Principal Occupation(s) During Past 5 Years and Directorships of Other Public Companies 
 
Jeremiah E. Casey (1940)  Director, Allfirst Financial Inc. (previously First Maryland Bankcorp) (1983 to 2002); Director, National Life 
2005  Insurance (2001 to 2005); Director, The Rouse Company, real estate developers (1990 to 2004) 
 
Anthony W. Deering (1945)  Chairman, Exeter Capital, LLC, a private investment firm (2004 to present); Director, Vornado Real Estate Investment 
2001  Trust (3/04 to present); Director, Mercantile Bankshares (4/03 to present); Member, Advisory Board, Deutsche Bank 
  North America (2004 to present); Director, Chairman of the Board, and Chief Executive Officer, The Rouse Company, 
  real estate developers (1997 to 2004) 
 
Donald W. Dick, Jr. (1943)  Principal, EuroCapital Advisors, LLC, an acquisition and management advisory firm; Chairman, President, and Chief 
1994  Executive Officer, The Haven Group, a custom manufacturer of modular homes (1/04 to present) 
 
David K. Fagin (1938)  Chairman and President, Nye Corporation (6/88 to present); Director, Canyon Resources Corp., Golden Star Resources 
1994  Ltd. (5/92 to present), and Pacific Rim Mining Corp. (2/02 to present) 
 
Karen N. Horn (1943)  Director, Federal National Mortgage Association (9/06 to present); Managing Director and President, Global Private 
2003  Client Services, Marsh Inc. (1999 to 2003); Director, Georgia Pacific (5/04 to 12/05), Eli Lilly and Company, and 
  Simon Property Group 
 
Theo C. Rodgers (1941)  President, A&R Development Corporation 
2005   
 
John G. Schreiber (1946)  Owner/President, Centaur Capital Partners, Inc., a real estate investment company; Partner, Blackstone Real Estate 
2001  Advisors, L.P. 
 
* Each independent director oversees 115 T. Rowe Price portfolios and serves until retirement, resignation, or election of a successor.
 
 
Inside Directors   
 
Name (Year of Birth)   
Year Elected* [Number of   
T. Rowe Price Portfolios   
Overseen]  Principal Occupation(s) During Past 5 Years and Directorships of Other Public Companies 
 
Edward C. Bernard (1956)  Director and Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Chairman of the Board, Director, and 
2006 [115]  President, T. Rowe Price Investment Services, Inc.; Chairman of the Board and Director, T. Rowe Price International, 
  Inc., T. Rowe Price Retirement Plan Services, Inc., T. Rowe Price Services, Inc., and T. Rowe Price Savings Bank; 
  Director, T. Rowe Price Global Asset Management Limited and T. Rowe Price Global Investment Services Limited; 
  Chief Executive Officer, Chairman of the Board, Director, and President, T. Rowe Price Trust Company; Chairman 
  of the Board, all funds 
 
John H. Laporte, CFA (1945)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company 
1994 [15]   
 
* Each inside director serves until retirement, resignation, or election of a successor.


Officers   
 
Name (Year of Birth)   
Title and Fund(s) Served  Principal Occupation(s) 
 
E. Frederick Bair, CFA, CPA (1969)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe 
Executive Vice President, Equity Series  Price Trust Company 
 
Brian W.H. Berghuis, CFA (1958)  Vice President, T. Rowe Price and T. Rowe Price Group, Inc. 
Executive Vice President, Equity Series   
 
Stephen W. Boesel (1944)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe 
Vice President, Equity Series  Price Trust Company 
 
Joseph A. Carrier, CPA (1960)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price 
Treasurer, Equity Series  Investment Services, Inc., and T. Rowe Price Trust Company 
 
Anna M. Dopkin, CFA (1967)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe 
Vice President, Equity Series  Price Trust Company 
 
Roger L. Fiery III, CPA (1959)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price 
Vice President, Equity Series  International, Inc., and T. Rowe Price Trust Company 
 
Robert N. Gensler (1957)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe 
Vice President, Equity Series  Price International, Inc. 
 
John R. Gilner (1961)  Chief Compliance Officer and Vice President, T. Rowe Price; Vice 
Chief Compliance Officer, Equity Series  President, T. Rowe Price Group, Inc., and T. Rowe Price Investment 
  Services, Inc. 
 
Gregory S. Golczewski (1966)  Vice President, T. Rowe Price and T. Rowe Price Trust Company 
Vice President, Equity Series   
 
Henry H. Hopkins (1942)  Director and Vice President, T. Rowe Price Investment Services, Inc., 
Vice President, Equity Series  T. Rowe Price Services, Inc., and T. Rowe Price Trust Company; Vice 
  President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price 
  International, Inc., and T. Rowe Price Retirement Plan Services, Inc. 
 
Kris H. Jenner, M.D., D. Phil. (1962)  Vice President, T. Rowe Price and T. Rowe Price Group, Inc. 
Executive Vice President, Equity Series   
 
John D. Linehan, CFA (1965)  Vice President, T. Rowe Price and T. Rowe Price Group, Inc. 
Vice President, Equity Series   
 
Patricia B. Lippert (1953)  Assistant Vice President, T. Rowe Price and T. Rowe Price Investment 
Secretary, Equity Series  Services, Inc. 
 
Joseph M. Milano, CFA (1972)  Vice President, T. Rowe Price and T. Rowe Price Group, Inc. 
Executive Vice President, Equity Series   
 
Edmund M. Notzon III, Ph.D., CFA (1945)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price 
Executive Vice President, Equity Series  Investment Services, Inc., and T. Rowe Price Trust Company 
 
Larry J. Puglia, CFA, CPA (1960)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe 
Executive Vice President, Equity Series  Price Trust Company 
 
Brian C. Rogers, CFA, CIC (1955)  Chief Investment Officer, Director, and Vice President, T. Rowe Price and 
President, Equity Series  T. Rowe Price Group, Inc.; Vice President, T. Rowe Price Trust Company 
 
Charles M. Shriver, CFA (1967)  Vice President, T. Rowe Price 
Assistant Vice President, Equity Series   
 
Robert W. Smith (1961)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe 
Vice President, Equity Series  Price Trust Company 
 
Michael F. Sola, CFA (1969)  Vice President, T. Rowe Price and T. Rowe Price Group, Inc. 
Vice President, Equity Series   
 
William J. Stromberg, CFA (1960)  Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe 
Vice President, Equity Series  Price Trust Company 
 
John F. Wakeman (1962)  Vice President, T. Rowe Price and T. Rowe Price Group, Inc. 
Vice President, Equity Series   
 
Julie L. Waples (1970)  Vice President, T. Rowe Price 
Vice President, Equity Series   

Unless otherwise noted, officers have been employees of T. Rowe Price or T. Rowe Price International for at least five years. 

Item 2. Code of Ethics.

The registrant has adopted a code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the period covered by this report.

Item 3. Audit Committee Financial Expert.

The registrant’s Board of Directors/Trustees has determined that Mr. Donald W. Dick Jr. qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. Dick is considered independent for purposes of Item 3 of Form N-CSR.

Item 4. Principal Accountant Fees and Services.

(a) – (d) Aggregate fees billed to the registrant for the last two fiscal years for professional services rendered by the registrant’s principal accountant were as follows:


Audit fees include amounts related to the audit of the registrant’s annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant’s financial statements and specifically include the issuance of a report on internal controls and, if applicable for 2006, agreed-upon procedures related to fund acquisitions. Tax fees include amounts related to services for tax compliance, tax planning, and tax advice. The nature of these services specifically includes the review of distribution calculations and the preparation of Federal, state, and excise tax returns. Reclassification from tax fees to audit fees of fiscal 2005 amounts related to the auditing of tax disclosures within the registrant’s annual financial statements has been made in order to conform to fiscal 2006 presentation. All other fees include the registrant’s pro-rata share of amounts for agreed-upon procedures in conjunction with service contract approvals by the registrant’s Board of Directors/Trustees.

(e)(1) The registrant’s audit committee has adopted a policy whereby audit and non-audit services performed by the registrant’s principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval in advance at regularly scheduled audit committee meetings. If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting. Waiver of pre-approval for audit or non-audit services requiring fees of a de minimis amount is not permitted.

    (2) No services included in (b) – (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X.

(f) Less than 50 percent of the hours expended on the principal accountant’s engagement to audit the registrant’s financial statements for the most recent fiscal year were attributed to work performed by persons other than the principal accountant’s full-time, permanent employees.

(g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant’s principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were $1,401,000 and $883,000, respectively, and were less than the aggregate fees billed for those same periods by the registrant’s principal accountant for audit services rendered to the T. Rowe Price Funds. Preceding fiscal year amount reflects the reclassification of tax fees described in (a) – (d) above.

(h) All non-audit services rendered in (g) above were pre-approved by the registrant’s audit committee. Accordingly, these services were considered by the registrant’s audit committee in maintaining the principal accountant’s independence.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Schedule of Investments.

Not applicable. The complete schedule of investments is included in Item 1 of this Form N-CSR.

Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 8. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 9. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 10. Submission of Matters to a Vote of Security Holders.

Not applicable.

Item 11. 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-CSR 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 second fiscal quarter covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 12. Exhibits.

(a)(1) The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is attached.

    (2) 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.

    (3) Written solicitation to repurchase securities issued by closed-end companies: not applicable.

(b) A certification by the registrant's principal executive officer and principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940, is attached.

                                                                                  
  SIGNATURES
 
  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. 
 
T. Rowe Price Equity Series, Inc. 
 
 
 
By  /s/ Edward C. Bernard 
  Edward C. Bernard 
  Principal Executive Officer 
 
Date  February 16, 2007 
 
 
  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. 
 
 
By  /s/ Edward C. Bernard 
  Edward C. Bernard 
  Principal Executive Officer 
 
Date  February 16, 2007 
 
 
 
By  /s/ Joseph A. Carrier 
  Joseph A. Carrier 
  Principal Financial Officer 
 
Date  February 16, 2007