PRICE T ROWE INTERNATIONAL FUNDS INC
N-30D, 1997-12-08
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- --------------------------------------------------------------------------------
                                 T. Rowe Price
- --------------------------------------------------------------------------------
                                  Annual Report
                               Latin America Fund
- --------------------------------------------------------------------------------
                                October 31, 1997
- --------------------------------------------------------------------------------

REPORT HIGHLIGHTS
================================================================================

Latin America Fund

*    Strong returns in most Latin American stock markets were sharply undermined
     in late October when the Asian currency crisis spread to the region.

*    The fund slipped into negative  territory  for the  six-month  period ended
     October 31 but provided a double-digit gain for its fiscal year.

*    Relative performance versus the benchmark MSCI index suffered somewhat from
     the  fund's  overweighted  position  in  Brazil,  which was hit hard in the
     emerging markets sell-off.

*    Our country  allocations  were largely  unchanged,  with Brazil the largest
     commitment at 46% of net assets.

*    Despite recent weakness,  the longer-term outlook remains promising because
     government policies seem on the right track in the major Latin economies.

Fellow Shareholders

     The  close of your  fund's  fiscal  year  coincided  with a period  of deep
upheaval in the stock  markets of  emerging  countries  around the world.  Latin
American  stock markets had been on their way to an  outstanding  year until the
middle of October,  when the Asian  financial  crisis  suddenly  spread to Latin
America.  Among the region's  major  markets,  Brazil  suffered the most,  while
Mexico held up relatively well. As a result,  overall returns for the region and
your fund were weak for the six months ended October 31 but remained  strong for
the 12-month period.

     The global emerging  markets' loss of confidence  that  ultimately  reached
Latin   America   began  during  the  summer  in  Southeast   Asia.   Thailand's
deteriorating  current  account  deficit  and  poor  export  performance,  which
followed years of excessive investment in low-return projects, ultimately forced
a cut in the linkage between its currency and the U.S. dollar.  This generated a
spiraling  loss of  confidence  that  quickly  spread to other  Southeast  Asian
countries. Within a short period the currencies of Malaysia,  Indonesia, and the
Philippines were also forced to devalue.
<PAGE>

     In the second half of October,  the crisis spread first to Hong Kong, where
heavy selling of the Hong Kong dollar pushed  overnight  interest  rates to over
100%,  and then  abruptly to Latin  America.  Stock  markets  were  particularly
vulnerable in countries with  dollar-linked  currencies - even if their currency
pegs were successfully maintained - and the largest, most liquid stocks bore the
brunt as they were  easiest to sell.  During the month of October,  the MSCI EMF
Latin  America  Index fell 19%, with all the damage coming in the second half of
the month.

================================================================================
Performance Comparison
================================================================================
Periods Ended 10/31/97                          6 Months         12 Months
Latin America Fund                                -4.00%            19.94%
MSCI EMF Latin America Index                      -1.44             24.05
Lipper Latin America
Funds Average                                     -3.22             19.47
================================================================================

     The fund's six-month return reflected the dis-appointing  turn of events in
Latin  American  markets.  Relative  to the index,  performance  was hurt by the
fund's overweighted position in the Brazilian market, which suffered the most in
the October sell-off  because of concerns  relating to its large current account
deficit-around  4.5% of its gross domestic product.  For the longer period,  the
fund lagged the index but  provided a solid  return of almost 20%.  Results were
slightly  below our mutual  fund peer group  average for the last six months but
slightly above it for the 12 months.

Portfolio Review

     In striking  contrast  to  Southeast  Asia,  the  government  in BRAZIL has
demonstrated a strong  political will to protect its currency,  even at the cost
of pushing the economy into  recession.  President  Cardoso has  clarified  that
stability of the currency is the  lynchpin of  government  policy and has staked
his political  credibility  on its  successful  defense.  He faces  presidential
elections by October 1998.

     On  October  30,  as a  preemptive  strike  against  currency  speculation,
overnight  interest rates were raised from a floor of 20% to a new floor of 43%.
This was  simultaneously  supported by sizable central bank currency  purchases,
which absorbed around $10 billion of the nation's  currency  reserves.  Then, on
November  10, after the close of the fund's  reporting  period,  the  government
announced a sweeping fiscal auster-ity package amounting to $18 billion, or 2.4%
of GDP.  The  package,  designed  to stem  Brazil's  ballooning  internal  debt,
included higher industrial  production taxes and a freeze on civil service wages
and is likely to have an immediate dampening effect on economic growth.
<PAGE>

     Crucially,  the  government  has  reaffirmed  on a number of occasions  its
commitment  to the  $70  billion  privatization  program.  At the  beginning  of
November, and right in the middle of the current crisis, a Sao Paulo electricity
distributor  was  successfully  privatized at a 70% premium to the minimum price
set by the  government.  This  followed  the sale of another  state  electricity
company in the second half of October, this time at 90% above the minimum price.
The  government has also recently  announced  plans to sell off its stake in the
giant telecom holding com-pany,  TELECOMUNICACOES BRASILEIRAS (Telebras), in the
middle  of 1998.  We view the  privatization  process  very  positively  and are
impressed by the government's  resolve to continue the program unabated.  So far
in 1997, proceeds from privatizations exceed $20 billion.

     Even prior to the fiscal  package and hike in interest  rates,  the economy
was slowing and the consumer  sector  already  weak.  We now believe  there is a
strong  chance that the economy  will move into  recession.  Interest  rates are
unsustainably  high and there is clearly a risk that banking  asset quality will
deteriorate.  We believe the Brazilian  banking system is far better equipped to
deal with this sort of scenario than in recent years.  Nonperforming  loans have
fallen significantly and loan loss provisions of the larger private-sector banks
comfortably exceed 100%.

     It is our view that the decisive steps already taken by the government will
be successful in supporting  the currency.  We are hopeful that  inflation  will
fall from the  end-of-September  level of 4.6%,  that  import  growth  will slow
abruptly, and that there will be a concurrent improvement in the current account
deficit.  We also believe  that the  political  momentum for positive  long-term
structural  reform has been  accelerated by this financial  crisis.  In the long
run, this is good news.

     We have  structured  the  Brazilian  portion of the fund to  reflect  these
views.  Our  largest  positions,   Telebras,   PETROL  BRASILEIROS  (Petrobras),
ELETROBRAS,  and  TELECOMUNICACOES  DE SAO PAULO  (Telesp),  are all  reform and
privatization plays.  Together,  these stocks compose nearly 28% of fund assets.
Unfortunately,  they were  treated  harshly  during  the  October  stock  market
upheaval as they are all highly liquid shares, but we retain confidence in their
long-term  outlook.  
<PAGE>

================================================================================
Market Performance
================================================================================
(In U.S. Dollar Terms)
Periods Ended 10/31/97                         6 Months         12 Months
- --------------------------------------------------------------------------------
Argentina                                         -3.08%            24.45%
Brazil                                           -14.18             18.82
Chile                                             -1.93              3.10
Mexico                                            17.17             37.25
Peru                                              -8.02              9.23
Venezuela                                         43.64             56.05

Source: FAME Information Services, Inc.; using MSCI indices.
================================================================================

     Along with the other larger markets in the region, the MEXICAN stock market
sold off  sharply  in October  but still  managed to post a 17% gain for the six
months ended October 31. With currency reserves  equivalent to only three months
of imports,  Mexico is in no position to manage its currency,  and the peso fell
to 9.00  pesos  to the  dollar  (versus  7.80 at the  end of  September)  before
recovering to 8.40 by the end of October.

     Mexico  has,  of  course,  already  faced a  painful  readjustment  process
following the peso  devaluation  at the end of 1994.  Since then,  the financial
sector has been restructured and considerably strengthened. Foreign control over
banking  system  assets  has  increased  significantly  to 17% of system  assets
(versus just 1.3% in 1994), and loan loss reserves of the private banks are over
four times their  levels in 1994.  With the trade  account in surplus in 1997, a
current account deficit of less than 2% of GDP,  inflation falling to around 15%
in 1997,  and the  consumer  at last  beginning  to show signs of life,  foreign
investors have been attracted to prospects of sustainable  growth. At this stage
we do not think that Mexico will be subject to a serious attack on its currency.

     Our exposure to Mexico  increased from 20% to 26% over the last six months,
partially  due to  outperformance  of this market,  and  partially  due to small
additions.   For   example,   we  purchased   shares  in  TV  AZTECA,   Mexico's
second-largest broadcaster, which is enjoying significant market share gains and
operates in an attractive industry structure.

     [pie chart showing  Brazil 46%,  Mexico 26%,  Argentina 14%, Chile 8%, Peru
2%, Venezuela 2%, Other and Reserves 2%] [put on page 3 of report]

     ARGENTINA,  your fund's  third-largest  weighting at 14% of net assets, was
not spared from the wave of  regional  selling.  Over and above the  nervousness
about emerging markets worldwide, the aggressive selling of the Hong Kong dollar
in October  focused  investor  attention on the  sustainability  of  Argentina's
Convertibility  Plan,  which pegs its peso to the U.S.  dollar.  There is almost
unanimous  domestic  political support for the currency peg, and as in Brazil we
believe it will be defended, if necessary, almost whatever the short-term costs.
Similar  to  Mexico,   Argentina's   financial  system  has  been   considerably
strengthened since the Mexican  peso-related fallout of 1995-foreign capital now
controls  40% of banking  deposits  versus 7% in  1994-and is far better able to
weather the current storm. This greater  confidence has been reflected in only a
comparative trickle of currency outflows so far.
<PAGE>

     Until the regional  financial  crisis unfolded,  the Argentine  economy was
performing  strongly.  Third quarter GDP grew in excess of 8% year-on-year,  and
industrial growth in September was up 11%.  Nevertheless,  the Argentine economy
is now intimately  interlinked with Brazil's-with about 30% of its exports going
to that  country-and a Brazilian  devaluation or recession  would clearly have a
negative impact on investor sentiment.

     Against a background of plunging stock markets,  Congressional elections in
October proved to be little more than a sideshow. The ruling Peronist party lost
its absolute majority,  and few major reforms are expected prior to presidential
elections in 1999.

     The fund continues to emphasize the oil and gas sectors in Argentina, which
we  believe  will be  relatively  untouched  by  current  uncertainty.  Gas is a
particularly  interesting growth situation.  For example,  YPF SOCIEDAD ANONIMA,
the largest holding in Argentina,  is planning a number of pipeline  projects to
Chile and Brazil, and we forecast YPF's gas output will grow by an average of 9%
per year for the next 10 years.

     Once again CHILE is proving to be the "safe haven"  market-unexciting  when
regional  markets are rising but robust on the way down.  Chile has restrictions
that prevent capital flight during troubled times and also has the region's most
stable  economy.   Economic  growth  has  been  accelerating,   with  industrial
production up 7.4% for the 12 months through August. Chile will not be immune to
the current  difficult  environment and is still heavily exposed to the price of
copper,  which has fallen  over 30% from levels  back in June.  Copper  makes up
around 40% of Chile's exports.

     Despite its recent outperformance, Chile was the worst-performing market in
the region for the  12-month  period  ended  October 31,  gaining only 3%. While
recognizing its safe haven status, we still have difficulty finding  interesting
Chilean growth stocks, and the fund's 8% allocation is very underweighted versus
the benchmark index.

     The PERUVIAN market proved to be  surprisingly  robust in the face of sharp
regional market falls, although we believe the main reason for this has been its
lower trading liquidity.  As in other markets,  the largest,  most liquid shares
were down the most. After a downturn last year,  Peruvian  economic recovery has
come through stronger than expected-economic  activity for the first nine months
of 1997 was up over 7%. Your largest holding in Peru, TELEFONICA DEL PERU, is an
interesting  play on rising telephone  penetration;  Peru has six phones per 100
people compared with 15 in Chile.  With inflation of 38% for the 12 months ended
October,  VENEZUELA still suffers from the highest  inflation in the region.  We
have  concerns  over the  sustainability  of its currency  policy and regard the
bolivar as  increasingly  overvalued.  Your fund has a small holding in COMPANIA
ANONIMA NACIONAL TELEFONOS DE VENEZUELA (CANTV), the country's monopoly provider
of basic telecommunications services.
<PAGE>

================================================================================
Industry Diversification
================================================================================
                                                        Percent of   Percent of
                                                        Net Assets   Net Assets
                                                           4/30/97     10/31/97
- --------------------------------------------------------------------------------
Services                                                      37.0%        41.1%
Energy                                                        19.5         24.5
Consumer Goods                                                11.2         13.4
Finance                                                        8.9          9.0
Materials                                                      8.5          6.3
Multi-industry                                                 3.3          2.4
All Other                                                        -          0.3
Reserves                                                      11.6          3.0
- --------------------------------------------------------------------------------
Total                                                        100.0%       100.0%
================================================================================

Outlook

     Once again the region's  stock  markets are having to contend with a sudden
and unexpected loss of confidence.  Rocketing  interest rates and capital flight
are an all-too-recent memory.

     The  key to a  return  of  confidence  lies in  events  in  Brazil.  We are
impressed  by the  government's  firm  and  decisive  actions  to stem  currency
outflows and expect to see an immediate  improvement in the country's  financial
imbalances.  We are hopeful that over the coming months  sentiment  will improve
sufficiently for interest rates to fall from current  unsustainable  levels.  In
the long run, we remain  believers  in the  Brazilian  reform  story,  led by an
unprecedented  privatization  program  that  will  generate  easy  and  dramatic
productivity  improvements across key sectors of the economy.

     Until this crisis unfolded,  economic  statistics  coming out of Mexico and
Argentina  painted a picture of broadening and balanced economic  recovery.  The
superior   fundamentals  of  these  economies  have  so  far  deterred  currency
speculators, and we are confident their currencies are well supported.

     Clearly,  regional equity valuations retreated during the October sell-off.
The Brazilian  market,  for example,  is now valued at a discount to book value.
When interest rates do eventually  fall,  markets will look cheap on a number of
fronts.

     Six months ago we said that the region's long-term  potential should reward
the patient investor, and perhaps we should have added the patient investor with
nerves of steel.  Clearly,  shareholders  must  prepare  themselves  for further
volatility. Nevertheless, the region's investment attractions, in particular the
trend  toward  market-oriented  reform,  lead us to the view  that  the  outlook
continues to provide potentially profitable opportunities.

Respectfully submitted,

/s/

Martin G. Wade
President
November 20, 1997
<PAGE>

T. Rowe Price Latin America Fund
================================================================================

Portfolio Highlights
- --------------------------------------------------------------------------------

TWENTY-FIVE LARGEST HOLDINGS
                                                                      Percent of
                                                                      Net Assets
                                                                        10/31/97
- --------------------------------------------------------------------------------
Telecomunicacoes Brasileiras, Brazil .................................     17.3%
Telefonos de Mexico, Mexico ..........................................      6.2
YPF Sociedad Anonima, Argentina ......................................      5.6
Cemex, Mexico ........................................................      4.2
Petrol Brasileiros, Brazil ...........................................      3.6
Eletrobras, Brazil ...................................................      3.5
Telecomunicacoes de Sao Paulo, Brazil ................................      3.4
Cia Energetica Minas Gerais, Brazil  .................................      2.9
Telefonica de Argentina, Argentina ...................................      2.9
Brahma, Brazil .......................................................      2.7
Kimberly-Clark Mexico, Mexico ........................................      2.6
Fomentos Economico Mexicano, Mexico ..................................      2.4
Perez Companc, Argentina .............................................      2.3
Panamerican Beverages, Mexico ........................................      2.1
Empresa Nacional de Electricidad de Chile, Chile .....................      1.9
Banco Bradesco, Brazil ...............................................      1.8
Unibanco, Brazil .....................................................      1.8
Grupo Modelo, Mexico .................................................      1.7
Compania Anonima Nacional Telefonos de Venezuela, Venezuela ..........      1.7
Chilectra, Chile .....................................................      1.6
TV Azteca, Mexico ....................................................      1.6
Banco Frances del Rio de la Plata, Argentina .........................      1.5
Grupo Financiero Banamex, Mexico .....................................      1.3
Grupo Elektra, Mexico ................................................      1.3
Chilgener, Chile .....................................................      1.2
- --------------------------------------------------------------------------------
Total ................................................................     79.1%

T. Rowe Price Latin America Fund
================================================================================
Performance Comparison
================================================================================

     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 a broad-based  average or index.
The index return does not reflect  expenses,  which have been  deducted from the
fund's return.
<PAGE>

[Latin America Fund SEC chart shown here]

================================================================================
Average Annual Compound Total Return
================================================================================

     This table shows how the fund would have  performed each year if its actual
(or  cumulative)  returns  for the  periods  shown had been earned at a constant
rate.
================================================================================
                                                                Since  Inception
Periods Ended 10/31/97               1 Year     3 Years     Inception       Date
Latin America Fund                    19.94%      -1.55%        -0.40%  12/29/93

     Investment  return and principal value represent past  performance and will
vary. Shares may be worth more or less at redemption than at original purchase.
================================================================================

T. Rowe Price Latin America Fund
================================================================================

                                 For a share outstanding throughout each period
Financial Highlights
==============================================================================
<TABLE>
<CAPTION>
<S>                                                          <C>                    <C>                  <C>                  <C>

                                                            Year                                                         12/29/93
                                                           Ended                                                               to
                                                        10/31/97               10/31/96             10/31/95             10/31/94
NET ASSET VALUE
Beginning of period .......................        $        8.14          $        6.49          $     10.32          $     10.00
Investment activities
    Net investment income .................                 0.13                   0.10                 0.05                (0.03)
    Net realized and
    unrealized gain (loss) ................                 1.44                   1.60                (3.92)                0.29
    Total from
    investment activities .................                 1.53                   1.70                (3.87)                0.26
Distributions
    Net investment income .................                (0.11)                 (0.06)                                     --   
    Net realized gain .....................                (0.03)                  --                   --                   --   
    Total distributions ...................                (0.14)                 (0.06)                                     --   
Redemption fees added
    to paid-in-capital ....................                 0.03                   0.01                 0.04                 0.06
NET ASSET VALUE
End of period .............................        $        9.60          $        8.14          $      6.49          $     10.32
Ratios/Supplemental Data
Total return ..............................                19.94%                 26.52%              (37.11)%               3.20%
Ratio of expenses to
average net assets ........................                 1.47%                  1.66%                1.82%                1.99%+
Ratio of net investment
income to average
net assets ................................                 1.30%                  1.29%                0.76%               (0.35)%+
Portfolio turnover rate ...................                 32.7%                  22.0%                18.9%                12.2%+
Average commission
rate paid .................................        $      0.0001          $      0.0001                   $-                   $-
Net assets, end of period
(in thousands) ............................        $     398,066          $     213,691          $   148,600          $   198,435
+   Annualized.
</TABLE>

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

T. Rowe Price Latin America Fund
================================================================================
                                                                October 31, 1997
================================================================================
Statement of Net Assets                                   Shares/Par     Value
================================================================================
In thousands

ARGENTINA  13.6%
Common Stocks   13.6%
Banco Frances del Rio de la Plata ADR (USD) ..........      246,608 $     6,073
Banco Rio de la Plata ADR (USD)* .....................      229,160       2,406
Perez Companc (Class B) ..............................    1,479,229       9,266
Telecom Argentina Stet (Class B) ADR (USD) ...........      110,730       2,803
Telefonica de Argentina (Class B) ADR (USD) ..........      405,317      11,399
YPF Sociedad Anonima (Class D) ADR (USD) .............      697,508      22,320
Total Argentina (Cost $54,024) .......................                   54,267
BRAZIL 45.9%
Common Stocks and Rights  8.4%
Cia Paranaense de Energia Cope .......................  230,480,000       2,697
Companhia Siderurgica Nacional .......................   77,649,696       2,817
Electricidade de Rio de Janeiro ......................6,493,093,000       4,064
Eletrobras ...........................................   34,750,863      14,027
Light Servicos de Electricidade ......................    6,405,000       2,126
Pao de Acucar GDS (USD) ..............................      215,000       3,930
Telecomunicacoes Brasileiras .........................   29,530,000       2,625
Telecomunicacoes de Minas Gerais .....................      279,267          39
Telecomunicacoes de Sao Paulo* .......................      728,808         155
Telecomunicacoes de Sao Paulo, Rights, 11/11/97* .....       24,369           0
Unibanco GDR (USD) ...................................       42,000       1,145
                                                                         33,625
Preferred Stocks and Rights  37.5%
Banco Bradesco .......................................  970,760,509       7,220
Banco Itau ...........................................    9,560,000       3,859
Brahma ...............................................   17,426,482      10,907
Brasmotor ............................................    5,972,000         840
Cia Cimento Portland Itau ............................   14,919,507       3,830
Cia Energetica de Sao Paulo* .........................   26,200,000       1,640
Cia Energetica Minas Gerais ..........................  222,006,595       8,860
Cia Energetica Minas Gerais ADR (144a) (USD) .........        5,141         204
Cia Energetica Minas Gerais ADR, Cv. (USD) ...........        1,129          45
Cia Energetica Minas Gerais ADR,
    Sponsored, Nonvoting (USD) .......................       64,521       2,565
Electricidade de Sao Paulo* ..........................    4,720,000         805
Electricidade de Sao Paulo, Rights, 11/27/97* ........    1,133,307           4
Ericsson Telecomunicacoes ............................   48,340,000       1,425
Globex Utilidades ....................................       49,000         481
Lojas Americanas .....................................  138,250,000       1,129

<PAGE>

Lojas Renner .........................................    8,673,000         311
Petrol Brasileiros ...................................   76,439,711      14,214
Telecomunicacoes Brasileiras .........................      568,147          57
Telecomunicacoes Brasileiras ADR (USD) ...............      650,451      66,021
Telecomunicacoes de Minas Gerais (Class B) ...........   17,013,000       2,130
Telecomunicacoes de Minas Gerais
    (Class B), Preference Receipts* ..................      214,481          19
Telecomunicacoes de Sao Paulo ........................   51,059,367      13,338
Telecomunicacoes de Sao Paulo, Rights, 11/11/97* .....    1,755,486           2
Telecomunicacoes do Parana ...........................    1,733,526         904
Telecomunicacoes do Parana, Rights, 11/11/97* ........       84,553           0
Telecomunicacoes do Rio de Janeiro ...................    9,058,272         863
Telecomunicacoes do Rio de Janeiro, Rights, 11/11/97*       351,225           3
Unibanco, Units (Each unit consists of 1
    preferred share and 1 Unibanco Holdings 
    (Class B) share)* ................................  104,850,459       5,896
Usiminas .............................................      223,998       1,625
                                                                        149,197
Total Brazil (Cost $177,851) .........................                  182,822
CHILE   7.7%
Common Stocks  7.7%
Chile Fund (USD) .....................................       65,605       1,476
Chilectra ADR (144a) (USD) ...........................      243,642       6,335
Chilgener ADS (USD) ..................................      172,233       4,693
Chilquinta ADR (USD) .................................       34,000         459
Compania Cervecerias Unidas ADS (USD) ................       89,116       2,172
Compania de Telecomunicaciones de Chile ADR (USD) ....      129,015       3,580
Empresa Nacional de Electricidad de Chile ADR (USD) ..      372,753       7,502
Enersis ADS (USD) ....................................       98,039       3,235
Santa Isabel ADR (USD) ...............................       28,000         518
Sociedad Quimica Minera de Chile (Class B) ADR (USD) .        9,425         489
Total Chile (Cost $30,479) ...........................                   30,459
MEXICO  26.0%
Common Stocks  26.0%
Cemex* ...............................................       308,000   $  1,220
Cemex (Class B)* .....................................     1,482,746      6,507
Cemex ADS (USD)* .....................................       290,000      2,247
Cemex ADS (144a) (USD) * .............................       860,575      6,669
Cifra (Class B) ADR (USD) ............................     1,158,087      2,218
Coca-Cola Femsa ADR (USD) ............................        45,000      1,943
Control Commercial Mexicana, Units                    
    (Each unit consists of 3 Class B shares 
     and 1 Class C share) ............................       659,570        653
Corporacion Geo * ....................................       218,000      1,175
Fomentos Economico Mexicano (Class B) ................     1,344,458      9,460
Gruma (Class B)* .....................................       127,500        499
Grupo Elektra ........................................     3,789,390      5,152
Grupo Financiero Banamex (Class B)* ..................     2,577,000      5,102
Grupo Financiero Banamex (Class L)* ..................        41,100         75

<PAGE>

Grupo Financiero Bancomer ADR (144a) (USD) * .........         4,575         42
Grupo Financiero Bancomer (Class B) GDS (USD)* .......         1,277         12
Grupo Financiero Bancomer (Class L)* .................         4,334          2
Grupo Financiero Inbursa .............................       173,000        609
Grupo Industrial Maseca (Class B) ....................     1,397,605      1,350
Grupo Modelo (Class C) ...............................       905,970      6,764
Grupo Televisa GDR (USD)* ............................        44,702      1,386
Kimberly-Clark Mexico (Class A) ......................     2,345,941     10,296
Panamerican Beverages (Class A) (USD) ................       268,978      8,338
Sigma Alimentos (Class B) ............................        49,800        681
Telefonos de Mexico (Class L) ADR (USD) ..............       572,888     24,777
TV Azteca ADR (USD)* .................................       330,100      6,313
Total Mexico (Cost $104,849) .........................                  103,490
PERU  2.1%
Common Stocks  2.1%
Credicorp (USD) ......................................       122,280      2,193
Luz del Sur ..........................................     1,466,579      1,793
Minsur (Class T) .....................................       110,751        298
Telefonica del Peru (Class B) ADS (USD) ..............       204,478      4,039
Total Peru (Cost $9,278) .............................                    8,323
VENEZUELA  1.7%
Common Stocks  1.7%
Compania Anonima Nacional Telefonos                   
    de Venezuela (Class D) ADR (USD) .................       152,810   $  6,686
Total Venezuela (Cost $4,967) ........................         6,686
SHORT-TERM INVESTMENTS  1.7%
Money Market Funds  1.7%
Reserve Investment Fund, Inc., 5.65% .................    $6,684,729      6,685
Total Short-Term Investments (Cost $6,685) ...........                    6,685
Total Investments in Securities                      
98.7% of Net Assets (Cost $388,133) ..................              $   392,732
Other Assets Less Liabilities                                             5,334
NET ASSETS                                                          $   398,066
Net Assets Consist of:
Accumulated net investment income - net of distributions            $     4,448
Accumulated net realized gain/loss - net of distributions               (26,335)
Net unrealized gain (loss)                                                4,588
Paid-in-capital applicable to 41,457,528 shares of $0.01 par
value capital stock outstanding; 2,000,000,000 shares of  
the Corporation authorized                                              415,365
NET ASSETS                                                          $   398,066
NET ASSET VALUE PER SHARE                                           $      9.60

*      Non-income producing
144a   Security was purchased pursuant to Rule 144a under the Securities Act of
       1933 and may not be resold subject to that rule except to qualified 
       institutional buyers - total of such securities at year-end amounts to 
       3.3% of net assets.  
USD    U.S. dollar

The accompanying notes are an integral part of these financial statements.
================================================================================
<PAGE>

T. Rowe Price Latin America Fund
================================================================================

Statement of Operations
================================================================================
In thousands
- --------------------------------------------------------------------------------
                                                                      Year
                                                                     Ended
                                                                  10/31/97
Investment Income
Income
 Dividend (net of foreign taxes of $ 626) ......................  $  9,226
 Interest ......................................................     1,080
 Total income ..................................................    10,306
Expenses                                                        
 Investment management .........................................     3,989
 Shareholder servicing .........................................     1,024
 Custody and accounting ........................................       265
 Registration ..................................................        87
 Prospectus and shareholder reports ............................        62
 Legal and audit ...............................................        16
 Directors .....................................................         7
 Miscellaneous .................................................        13
 Total expenses ................................................     5,463
Net investment income ..........................................     4,843
Realized and Unrealized Gain (Loss)                             
Net realized gain (loss)                                        
 Securities ....................................................    19,537
 Foreign currency transactions .................................      (342)
 Net realized gain (loss) ......................................    19,195
Change in net unrealized gain or loss                           
 Securities ....................................................     3,790
 Other assets and liabilities                                   
 denominated in foreign currencies .............................         5
 Change in net unrealized gain or loss .........................     3,795
Net realized and unrealized gain (loss) ........................    22,990
INCREASE (DECREASE) IN NET                                      
                                                                
ASSETS FROM OPERATIONS .........................................  $ 27,833
                                                          

The accompanying notes are an integral part of these financial statements

================================================================================
<PAGE>

T. Rowe Price Latin America Fund
================================================================================
Statement of Changes in Net Assets
- --------------------------------------------------------------------------------
In thousands

                                                           Year         Year
                                                          Ended        Ended
                                                       10/31/97     10/31/96

Increase (Decrease) in Net Assets
Operations
  Net investment income ...........................   $   4,843   $   2,499
  Net realized gain (loss) ........................      19,195     (29,540)
  Change in net unrealized gain or loss ...........       3,795      65,785
  Increase (decrease) in net assets from operations      27,833      38,744
Distributions to shareholders
  Net investment income ...........................      (2,762)     (1,323)
  Net realized gain ...............................                    (753)
  Decrease in net assets from distributions .......      (3,515)     (1,323)
Capital share transactions *
  Shares sold .....................................     341,722      96,325
  Distributions reinvested ........................       3,342       1,236
  Shares redeemed .................................    (186,039)    (70,187)
  Redemption fees received ........................       1,032         296
  Increase (decrease) in net assets from capital
    share transactions ............................     160,057      27,670
Net Assets
  Increase (decrease) during period ...............     184,375      65,091
  Beginning of period .............................     213,691     148,600
  End of period ...................................   $ 398,066   $ 213,691
*Share information
  Shares sold .....................................      32,418      12,407
  Distributions reinvested ........................         406         180
  Shares redeemed .................................     (17,619)     (9,239)
  Increase (decrease) in shares outstanding .......      15,205       3,348

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

<PAGE>

T. Rowe Price Latin America Fund

                                                                October 31, 1997
================================================================================
NOTES TO FINANCIAL STATEMENTS
- --------------------------------------------------------------------------------
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

     T. Rowe Price  International  Funds,  Inc. (the  corporation) is registered
under the  Investment  Company Act of 1940. The Latin America Fund (the fund), a
nondiversified, open-end management investment company, is one of the portfolios
established by the corporation and commenced operations on December 29, 1993.

     The  accompanying  financial  statements  are prepared in  accordance  with
generally  accepted  accounting  principles for the investment company industry;
these principles may require the use of estimates by fund management.

     VALUATION  Equity  securities  are valued at the last quoted sales price at
the time the  valuations  are made. A security which 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.

     Short-term  debt  securities  are  valued at  amortized  cost  which,  when
combined with accrued interest, approximates fair value.

     For purposes of determining the fund's net asset value per share,  the U.S.
dollar  value of all  assets  and  liabilities  initially  expressed  in foreign
currencies  is  determined by using the mean of the bid and offer prices of such
currencies against U.S. dollars quoted by a major bank.

     Assets  and  liabilities  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 or under the  supervision  of the officers of the
fund, as authorized by the Board of Directors.

     CURRENCY  TRANSLATION  Assets  and  liabilities  are  translated  into U.S.
dollars at the  prevailing  exchange  rate at the end of the  reporting  period.
Purchases and sales of securities  and income and expenses are  translated  into
U.S. dollars at the prevailing  exchange rate on the dates of such transactions.
The effect of  changes in foreign  exchange  rates on  realized  and  unrealized
security gains and losses is reflected as a component of such gains and losses.

     OTHER Income and expenses  are  recorded on the accrual  basis.  Investment
transactions are accounted for on the trade date.  Realized gains and losses are
reported on the identified  cost basis.  Dividend  income and  distributions  to
shareholders  are  recorded  by the fund on the  ex-dividend  date.  Income  and
capital gain  distributions are determined in accordance with federal income tax
regulations  and may differ from those  determined in accordance  with generally
accepted accounting principles.

<PAGE>

NOTE 2 - INVESTMENT TRANSACTIONS

     Consistent with its investment objective, the fund engages in the following
practices  to manage  exposure  to  certain  risks or 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.

     EMERGING  MARKETS  At  October  31,  1997,  the fund  held  investments  in
securities  of  companies  located  in  emerging  markets.  Future  economic  or
political  developments  could adversely affect the liquidity or value, or both,
of such securities.

     OTHER  Purchases and sales of portfolio  securities,  other than short-term
securities, aggregated $270,489,000 and $111,849,000, respectively, for the year
ended October 31, 1997.

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 and distribute all of its
taxable income.  The fund has unused  realized  capital loss  carryforwards  for
federal income tax purposes of $26,336,000,  which expire in 2004.  Capital loss
carryforwards  utilized in 1997  amounted to  $18,667,000.  The fund  intends to
retain gains realized in future periods that may be offset by available  capital
loss carryforwards.

     In order for the fund's capital accounts and  distributions to shareholders
to  reflect  the  tax   character  of  certain   transactions,   the   following
reclassifications  were made during the year ended October 31, 1997. The results
of operations and net assets were not affected by the  increases/(decreases)  to
these accounts.

- --------------------------------------------------------------------------------
Undistributed net investment income                                  $(46,000)
Undistributed net realized gain                                        54,000
Paid-in-capital                                                        (8,000)
- --------------------------------------------------------------------------------

     For federal income tax purposes,  the fund intends to elect to pass through
foreign  source income of $4,845,000  and foreign taxes paid of $626,000 for its
tax year ended October 31, 1997; the per share effect of these  pass-throughs is
$0.12 and $0.02,  respectively,  based on fund shares outstanding on October 31,
1997.  These  amounts  may differ  from  amounts  reported  in the  accompanying
financial  statements  due to  differences  in financial  statement  and federal
income tax reporting requirements.

     At October 31, 1997, the aggregate  cost of investments  for federal income
tax and financial  reporting purposes was $388,133,000,  and net unrealized gain
aggregated $4,599,000,  of which $34,556,000 related to appreciated  investments
and $29,957,000 to depreciated investments.
<PAGE>

NOTE 4 - RELATED PARTY TRANSACTIONS

     The  fund  is  managed  by  Rowe  Price-Fleming  International,  Inc.  (the
manager),  which is owned by T. Rowe Price Associates,  Inc. (Price Associates),
Robert Fleming  Holdings  Limited,  and Jardine Fleming Holdings Limited under a
joint venture agreement.

     The  investment  management  agreement  between  the fund  and the  manager
provides for an annual investment  management fee, of which $463,000 was payable
at October 31, 1997. The fee is computed daily and paid monthly, and consists of
an  individual  fund fee equal to 0.75% of average  daily net assets and a group
fee.  The group fee is based on the  combined  assets of  certain  mutual  funds
sponsored by the manager or Price  Associates  (the  group).  The group fee rate
ranges  from  0.48% for the first $1  billion  of assets to 0.30% for  assets in
excess of $80  billion.  At October 31, 1997,  and for the year then ended,  the
effective annual group fee rate was 0.32%. The fund pays a pro-rata share of the
group fee based on the ratio of its net assets to those of the group.

     In addition, the fund has entered into agreements with Price Associates and
two wholly owned  subsidiaries of Price  Associates,  pursuant to which the fund
receives certain other services. Price Associates computes the daily share price
and maintains the financial  records of the fund. T. Rowe Price  Services,  Inc.
(TRPS) is the  fund's  transfer  and  dividend  disbursing  agent  and  provides
shareholder and  administrative  services to the fund. T. Rowe Price  Retirement
Plan Services,  Inc.,  provides  subaccounting  and  recordkeeping  services for
certain  retirement  accounts  invested in the fund. The fund incurred  expenses
pursuant to these related party agreements totaling  approximately  $946,000 for
the year ended October 31, 1997, of which $109,000 was payable at period-end.

     Additionally,  the fund is one of  several T. Rowe  Price-sponsored  mutual
funds  (underlying  funds) in which the T. Rowe Price Spectrum Funds  (Spectrum)
may invest.  Spectrum does not invest in the underlying funds for the purpose of
exercising  management  or control.  Expenses  associated  with the operation of
Spectrum are borne by each underlying fund to the extent of estimated savings to
it and in proportion to the average daily value of its shares owned by Spectrum,
pursuant  to  special  servicing  agreements  between  and among  Spectrum,  the
underlying  funds,  T. Rowe Price,  and,  in the case of T. Rowe Price  Spectrum
International,  Rowe Price-Fleming  International.  Spectrum  International Fund
held  approximately  0.2% of the outstanding shares of the Latin America Fund at
October 31,  1997.  For the year then ended,  the fund was  allocated  $8,000 of
Spectrum expenses, $1,000 of which was payable at period-end.

     The fund may invest in the Reserve  Investment Fund and Government  Reserve
Investment  Fund   (collectively,   the  Reserve  Funds),   open-end  management
investment companies managed by T. Rowe Price Associates, Inc. The Reserve Funds
are offered as cash  management  options only to mutual funds and other accounts
managed by T. Rowe Price and its affiliates and are not available to the public.
The Reserve  Funds pay no investment  management  fees.  Distributions  from the
Reserve Funds to the fund for the year ended  October 31, 1997 totaled  $131,000
and  are  reflected  as  interest  income  in  the  accompanying   Statement  of
Operations.
<PAGE>

     During the year ended October 31, 1997, the fund, in the ordinary course of
business,  placed security purchase and sale orders aggregating $27,698,000 with
certain  affiliates  of the  manager  and paid  commissions  of $95,000  related
thereto.

T. Rowe Price Latin America Fund
================================================================================

================================================================================
Report of Independent Accountants
- --------------------------------------------------------------------------------

TO THE BOARD OF DIRECTORS AND SHAREHOLDERS OF
T. ROWE PRICE LATIN AMERICA FUND

     In our opinion,  the  accompanying  statement of net assets 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 Latin  America Fund (one of the  portfolios  constituting  T. Rowe
Price International Funds, Inc., hereafter referred to as the "Fund") at October
31, 1997, and the results of its  operations,  the changes in its net assets and
the financial highlights for each of the fiscal periods presented, in conformity
with generally accepted accounting  principles.  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  generally  accepted
auditing  standards  which  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 October  31,  1997 by
correspondence  with  custodians  and,  where  appropriate,  the  application of
alternative auditing procedures for unsettled security  transactions,  provide a
reasonable basis for the opinion expressed above.

PRICE WATERHOUSE LLP

Baltimore, Maryland
November 19, 1997

For yield, price, last transaction, 
current balance, or to 
conduct transactions,
24 hours, 7 days
a week, call Tele*AccessRegistration  Mark:
1-800-638-2587 toll free 
<PAGE>

For assistance
with your existing 
fund account,  call:  
Shareholder Service Center  
1-800-225-5132 toll free 
410-625-6500  Baltimore area 

To open a Discount Brokerage 
account or obtain information, 
call: 1-800-638-5660 toll free 

Internet address:  
www.troweprice.com  

T. Rowe Price  Associates  
100 East  Pratt  Street
Baltimore,  Maryland  21202 

This report is authorized for  
distribution only to shareholders  
and to others who have received 
a copy of the prospectus of the 
T. Rowe Price Latin America Fund.

Investor Centers:
101 East Lombard St.
Baltimore, MD 21202

T. Rowe Price
Financial Center
10090 Red Run Blvd.
Owings Mills, MD 21117

Farragut Square
900 17th Street, N.W.
Washington, D.C. 20006

ARCO Tower
31st Floor
515 South Flower St.
Los Angeles, CA 90071

4200 West Cypress St.
10th Floor
Tampa, FL 33607

T. Rowe Price Investment Services, Inc., Distributor.        F97-050  10/31/97



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