PRICE T ROWE GROWTH & INCOME FUND INC
N-30D, 2000-08-17
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<PAGE>

Semiannual Report

GROWTH &
INCOME
FUND
-------------
JUNE 30, 2000
--------------------------------------------------------------------------------

[LOGO OF T. ROWE PRICE]

T. ROWE PRICE
<PAGE>

Report Highlights
--------------------------------------------------------------------------------
Growth & Income Fund

 .    Despite extreme volatility, stocks finished only modestly lower through the
     first six months of the year.

 .    The fund posted solid returns for the six months ended June 30, reversing a
     disappointing second half 1999.

 .    Investors focused on fundamentally sound companies as the market corrected,
     aiding fund performance.

 .    The correction allowed us to add shares of reasonably priced, established
     companies with strong growth prospects.

 .    If the Fed achieves a soft landing, the second half of the year should be
     favorable for stocks.

UPDATES AVAILABLE

For updates on T.Rowe Price funds following the end of each calendar
quarter, please see our Web site a www.troweprice.com.
<PAGE>

FELLOW SHAREHOLDERS

Stocks were down modestly in the first half of 2000, reflecting steadily
rising interest rates and a partial reversal of the robust gains posted by
technology and telecommunications companies during the fourth quarter 1999.
Although the S&P 500 Index lost just 0.43% during the six-month period,
investors experienced a wild ride as shares of so-called New Economy stocks
surged through mid-March, then plummeted. Broader markets eventually
followed the downward course, but after a hair-raising period of rapid
price swings, tech stocks staged a comeback in late May and June. The
rebound appeared to signal a return to greater emphasis on fundamentals, as
the more successful tech companies led the advance, along with steady
growth companies in other industries.

----------------------
PERFORMANCE COMPARISON
--------------------------------------------------------------------------------

Periods Ended 6/30/00                                       6 Months   12 Months
--------------------------------------------------------------------------------
Growth & Income Fund                                          3.42%      -4.69%
S&P 500                                                      -0.43        7.24
Lipper Multi-Cap Value
Funds Average                                                -0.47       -3.99

The Growth & Income Fund generated positive returns for the six-month period
ended June 30, 2000, despite the challenging market environment. Its 3.42% rise
exceeded both the S&P 500 and its Lipper benchmark. The market's earlier
enthusiasm for a relative handful of tech highfliers-and its neglect of the kind
of financially sound, reasonably priced stocks we favor-resulted in a
disappointing 4.69% 12-month loss that trailed the S&P index by a considerable
margin but was only modestly lower than the Lipper average.

Environment

The remarkable growth in corporate profits persisted over the past six
months. Profit increases were broad-based as rapid global economic

1
<PAGE>

growth fueled gains in many cyclical companies and a sharp rebound in the price
of oil boosted earnings throughout the energy industry. Additionally, technology
and telecommunications companies again registered impressive growth as trends
including optical networking, e-commerce, and wireless communications continued
to unfold.

The Federal Reserve continued its campaign to preempt inflation by raising
short-term rates three times since the beginning of the year (six times since
June 1999). By the end of June, it became clear that the Fed's efforts were
having an impact as housing activity and retail sales both showed signs of
slowing. The stock market's decline in the face of solid underlying earnings
growth was at least partly the result of fears that the Fed's tightening could
lead to a more pronounced slowdown, as well as the recognition that valuations
among many technology stocks had outstripped reality.

Portfolio and Strategy Review

Several of the fund's largest holdings contributed to first-half returns.
Corning, the world's largest maker of optical fiber and the fund's largest
holding, continues to benefit from explosive growth in optical networking.
Telecommunications service providers are aggressively developing optical
networks in an effort to lower their costs and add the capacity necessary to
carry Internet data. In addition to designing and manufacturing fiber, Corning
has established itself as a vendor of pump lasers and other components used to
transmit and manipulate light in optical networks. Nortel Networks and JDS
Uniphase, which also participate in the optical-networking arena, contributed to
fund performance as well.

Baker Hughes rallied sharply along with the oil service sector in response to
this year's dramatic rebound in the price of oil. Although we maintain a
favorable long-term view of the company, we reduced our holding, in part because
we were unhappy with the terms of its recently announced joint venture with
Schlumberger.

The pharmaceutical sector rebounded from concerns over potential political and
regulatory challenges. Pfizer, which completed its merger with Warner-Lambert,
is now your fund's second-largest holding. We expect consistent earnings growth
in excess of 20% from the new Pfizer over the next few years, driven by a
portfolio of blockbuster drugs (including seven products with more than $1
billion in 1999 sales) and $1.6 billion in announced merger savings. Longer
term,

2
<PAGE>

Pfizer's growth should be sustained by its best-in-class sales organization and
unprecedented $5 billion research and development budget. American Home Products
also fared well as its management sold the company's agrochemical business to
BASF and took steps to address its Phen-Fen diet drug liability.

Although we have reduced the fund's overall exposure to food stocks, we
initiated a position in Quaker Oats based largely on the strength of the
company's Gatorade sports drink franchise. Solid earnings growth combined with
renewed consolidation in the food sector drove Quaker's strong returns this
year.

Even though we were pleased with the overall performance of the fund, some of
our investments posted disappointing returns and had a negative impact on fund
returns. Procter & Gamble's initiatives to boost sales growth through new
products diverted resources from important established products and resulted in
bloated expense levels. AT&T's financial results for 2000 are coming in well
below our estimates and the company's as the company continues to lose market
share in both the consumer and business markets.

The core of your fund continues to consist of attractively valued stocks with
above-average dividend yields, but we're also looking to include more companies
with higher sustainable growth rates. Changes in the first half raised the
portfolio's projected underlying growth by two percentage points while the
average price/earnings ratio remained about the same. Our new holdings focused
on well-positioned companies that we believe offer sustainable long-term growth.
In order to buy at attractive prices, we frequently invest amid controversy--
provided we're convinced that the market's concerns are merely temporary or
overdone. All of our top 10 purchases over the past six months met this
description.

------------------------
SECURITY DIVERSIFICATION
--------------------------------------------------------------------------------
                                    [GRAPH]

                  Reserves and Other                     22%
                  Consumer Services                       7%
                  Consumer Cyclicals                      7%
                  Business Services and Transportation    7%
                  Financial                              18%
                  Consumer Nondurables                   18%
                  Technology                             13%
                  Energy                                  8%

                       Based on net assets as of 6/30/00

WorldCom was the largest purchase. Its stock price suffered despite strong
underlying earnings growth because the market anticipated the company's failure
to gain

3
<PAGE>

regulatory approval for its merger with Sprint. This gave us the opportunity to
buy one of the best sets of business, data, and international assets in the
telecommunications services industry at a P/E below its forecasted growth rate.
Our second-largest purchase was Freddie Mac, one of two publicly owned
government-sponsored residential mortgage businesses that have been under
intense political scrutiny recently. We believe that these political issues will
be resolved within the next year in a way that will permit Freddie Mac to
sustain its impressive track record of double-digit earnings per share growth.
Other major purchases included Tyco International, Microsoft, Quaker Oats, and
CIGNA, all bought on price dips.

-----------------
FINANCIAL PROFILE
--------------------------------------------------------------------------------

                                                        Growth &
As of 6/30/00                                        Income Fund        S&P 500
--------------------------------------------------------------------------------
Current Yield                                               1.8%           1.1%
Price/Book Ratio                                            4.3X           8.9X
Price/Earnings Ratio
(2000 estimated EPS)                                       19.6X          32.0X
Historical Beta
(based on monthly
returns for 5 years)                                       0.75           1.00

We also took advantage of the second-quarter sell-off to gain exposure to the
tech sector. Although many technology companies still appear expensive on
traditional valuation models, trends such as optical networking, wireless
communications, and biotechnology should sustain profitable growth for such
established companies as Vodafone AirTouch, Nokia, Nortel Networks, and
Genentech. The fund's tech-related holdings stood at 13% at the end of June,
still well below the S&P 500's 32% tech weighting.

Although Corning remains the fund's largest holding, we reduced our position to
a more manageable size following its dramatic price gain. We also sold some of
our holdings in BP Amoco after its merger with Atlantic Richfield, which the
fund also owned. Eliminations from the portfolio were concentrated in companies
where we had less confidence in either the short- or long-term fundamentals.

Summary and Outlook

If the Federal Reserve is successful in containing inflation without damaging
the economic expansion--a prospect we believe is likely but by no means
assured--the second half of the year should prove favorable to stocks.
Additionally, stocks have historically performed well

4
<PAGE>

during presidential election years. While the stock market's record five-year
gains and the age of the current economic expansion temper our enthusiasm, we
believe the outlook for your fund is favorable for several reasons:

 .    Earnings growth is strong at many companies, and quality companies in many
     sectors, including retail and financial services, have reasonable share
     price valuations.

 .    Recent economic data indicate that the pace of domestic growth is
     moderating and inflation remains subdued.

 .    Many of your fund's holdings generate substantial free cash flow, which can
     be used to reinvest in their businesses, increase dividends, buy back
     shares, or make acquisitions.

 .    Your fund is conservatively positioned relative to the overall market, as
     shown by its higher dividend yield (63% greater than the S&P 500) and lower
     P/E ratio (60% of the S&P 500), leaving us well positioned for market
     corrections.

Going forward, we will seek to develop and maintain a balance between growth-
and income-oriented investments in quality, established companies at reasonable
prices. We appreciate your confidence in T. Rowe Price and your continued
support.

Respectfully submitted,

/S/ Stephen W. Boesel

Stephen W. Boesel
President and Chairman of the Investment Advisory Committee

/S/ Robert W. Sharps

Robert W. Sharps
Executive Vice President

July 20, 2000

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T. ROWE PRICE GROWTH & INCOME FUND
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--------------------
PORTFOLIO HIGHLIGHTS
--------------------------------------------------------------------------------

TWENTY-FIVE LARGEST HOLDINGS
                                                                      Percent of
                                                                      Net Assets
                                                                         6/30/00
--------------------------------------------------------------------------------
Corning                                                                     5.1%
Pfizer                                                                      4.3
BP Amoco                                                                    2.4
GE                                                                          2.0
Chase Manhattan                                                             1.8
--------------------------------------------------------------------------------
American Home Products                                                      1.8
USX-Marathon                                                                1.7
Citigroup                                                                   1.7
Baker Hughes                                                                1.7
Eastman Kodak                                                               1.7
--------------------------------------------------------------------------------
WorldCom                                                                    1.5
Pharmacia                                                                   1.5
Target                                                                      1.5
Tyco International                                                          1.4
Fannie Mae                                                                  1.3
--------------------------------------------------------------------------------
Pall                                                                        1.3
CIGNA                                                                       1.3
PepsiCo                                                                     1.3
Fort James                                                                  1.2
Hartford Financial Services Group                                           1.2
--------------------------------------------------------------------------------
General Mills                                                               1.2
Quaker Oats                                                                 1.2
Household International                                                     1.2
Unicom                                                                      1.2
XL Capital                                                                  1.1
--------------------------------------------------------------------------------
Total                                                                      43.6%

Note: Table excludes reserves.

6
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T. ROWE PRICE GROWTH & INCOME FUND
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--------------------
PORTFOLIO HIGHLIGHTS
--------------------------------------------------------------------------------

MAJOR PORTFOLIO CHANGES
Listed in descending order of size

6 Months Ended 6/30/00

Ten Largest Purchases                  Ten Largest Sales
--------------------------------------------------------------------------------
WorldCom *                             Corning
Freddie Mac *                          BP Amoco
Tyco International *                   St. Paul Companies **
Microsoft *                            Dow Chemical **
Quaker Oats *                          H&R Block **
CIGNA *                                GE
Hartford Financial Services Group *    Reader's Digest **
Bank of New York *                     USX-Marathon
CVS *                                  Xerox **
E*TRADE, Cv. Bond *                    Amerada Hess

*    Position added
**   Position eliminated

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T. ROWE PRICE GROWTH & INCOME FUND
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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 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.

     GROWTH & INCOME FUND


                                    [GRAPH]

                             [PLOT POINTS TO COME]

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.

     Periods Ended 6/30/00              1 Year   3 Years   5 Years   10 Years
     ---------------------------------------------------------------------------

     Growth & Income Fund               -4.69%     8.89%    15.75%     13.89%

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

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T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------
Unaudited

--------------------
FINANCIAL HIGHLIGHTS             For a share outstanding throughout each period
--------------------------------------------------------------------------------

<TABLE>
<CAPTION>
                                                6 Months          Year
                                                   Ended         Ended
                                                 6/30/00      12/31/99      12/31/98      12/31/97      12/31/96      12/31/95
<S>                                            <C>           <C>           <C>           <C>            <C>          <C>
NET ASSET VALUE
Beginning of period                            $   24.44     $   26.25     $   26.36     $   22.63      $  19.18     $   15.63

Investment activities
  Net investment income (loss)                      0.16          0.49          0.55          0.55          0.52          0.58
  Net realized and unrealized gain (loss)           0.67          0.46          2.00          4.71          4.34          4.16

  Total from investment activities                  0.83          0.95          2.55          5.26          4.86          4.74

Distributions
  Net investment income                            (0.15)        (0.51)        (0.53)        (0.56)        (0.51)        (0.59)
  Net realized gain                                (0.03)        (2.25)        (2.13)        (0.97)        (0.90)        (0.60)

  Total distributions                              (0.18)        (2.76)        (2.66)        (1.53)        (1.41)        (1.19)

NET ASSET VALUE
End of period                                  $   25.09     $   24.44     $   26.25     $   26.36      $  22.63     $   19.18
                                               ===============================================================================

Ratios/Supplemental Data

Total return/\                                      3.42%         3.78%         9.96%        23.53%        25.64%        30.92%
Ratio of total expenses to average net assets       0.78%+        0.77%         0.77%         0.78%         0.82%         0.84%
Ratio of net investment income (loss) to
average net assets                                  1.34%+        1.78%         2.03%         2.22%         2.53%         3.31%
Portfolio turnover rate                             78.7%+        20.3%         20.5%         15.7%         13.5%         26.2%
Net assets, end of period (in millions)        $   3,154     $   3,440     $   3,563     $   3,447      $  2,489     $   1,748
</TABLE>

/\ Total return reflects the rate that an investor would have earned on an
   investment in the fund during each period, assuming reinvestment of all
   distributions.
+  Annualized

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

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T. ROWE PRICE GROWTH & INCOME FUND
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Unaudited                                                          June 30, 2000


-----------------------
STATEMENT OF NET ASSETS                                 Shares/Par         Value
--------------------------------------------------------------------------------
                                                                    In thousands

COMMON STOCKS 92.9%

FINANCIAL 17.2%

Bank and Trust 6.0%
Bank of America                                            750,000    $   32,250
Bank of New York                                           700,000        32,550
Bank One                                                   260,000         6,906
Chase Manhattan                                          1,215,000        55,966
Firstar                                                  1,010,000        21,273
Mellon Financial                                           700,000        25,507
Wells Fargo                                                400,000        15,500
                                                                      ----------
                                                                         189,952
                                                                      ----------

Insurance 3.8%
American General                                           550,000        33,550
Hartford Financial Services Group                          700,000        39,156
Marsh & McLennan                                           100,000        10,444
XL Capital (Class A)                                       665,000        35,993
                                                                      ----------
                                                                         119,143
                                                                      ----------

Financial Services 7.4%
Bear Stearns                                               500,000        20,813
Capital One Financial                                      400,000        17,850
Citigroup                                                  900,000        54,225
Fannie Mae                                                 800,000        41,750
Freddie Mac                                                750,000        30,375
Household International                                    900,000        37,406
Morgan Stanley Dean Witter                                 390,000        32,467
                                                                      ----------
                                                                         234,886
                                                                      ----------
Total Financial                                                          543,981
                                                                      ----------

UTILITIES 6.4%

Telephone 4.0%
AT&T                                                       600,000        18,975
GTE                                                        372,100        23,163
SBC Communications                                         475,000        20,544
Vodafone AirTouch ADR                                      425,000        17,611
WorldCom *                                               1,060,000        48,661
                                                                      ----------
                                                                         128,954
                                                                      ----------

10
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                                                         Shares/Par        Value
--------------------------------------------------------------------------------
                                                                    In thousands
Electric Utilities 2.4%
FirstEnergy                                              1,075,000    $   25,128
Niagara Mohawk *                                         1,000,000        13,938
Unicom                                                     947,000        36,637
                                                                      ----------
                                                                          75,703
                                                                      ----------
Total Utilities                                                          204,657
                                                                      ----------

CONSUMER NONDURABLES 17.6%

Beverages 1.6%
Coca-Cola Enterprises                                      696,800        11,366
PepsiCo                                                    900,000        39,994
                                                                      ----------
                                                                          51,360
                                                                      ----------

Food Processing 2.8%
General Mills                                            1,000,000        38,250
Heinz                                                      300,000        13,125
Quaker Oats                                                500,000        37,563
                                                                      ----------
                                                                          88,938
                                                                      ----------

Hospital Supplies/Hospital Management 0.6%
Baxter International                                       246,400        17,325
                                                                      ----------
                                                                          17,325
                                                                      ----------

Pharmaceuticals 8.5%
American Home Products                                     950,000        55,812
Bristol-Myers Squibb                                       300,000        17,475
Genetech *                                                  65,000        11,180
Pfizer                                                   2,825,000       135,600
Pharmacia                                                  900,000        46,519
                                                                      ----------
                                                                         266,586
                                                                      ----------

Miscellaneous Consumer Products 2.3%
Colgate-Palmolive                                          600,000        35,925
NIKE (Class B)                                             150,000         5,972
Philip Morris                                              750,000        19,922
Procter & Gamble                                           200,000        11,450
                                                                      ----------
                                                                          73,269
                                                                      ----------

Health Care Services 1.8%
CIGNA                                                      430,000        40,205
UnitedHealth Group                                         200,000        17,150
                                                                      ----------
                                                                          57,355
                                                                      ----------
Total Consumer Nondurables                                               554,833
                                                                      ----------

11
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T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------

                                                         Shares/Par        Value
--------------------------------------------------------------------------------
                                                                    In thousands

CONSUMER SERVICES 6.7%

General Merchandisers 1.5%
Target                                                     800,000    $   46,400
                                                                      ----------
                                                                          46,400
                                                                      ----------

Specialty Merchandisers 1.8%
CVS                                                        675,000        27,000
Home Depot                                                 320,000        15,980
Lowes                                                      335,000        13,756
                                                                      ----------
                                                                          56,736
                                                                      ----------

Entertainment and Leisure 0.8%
MGM Grand ++ *                                             490,566        14,972
Reader's Digest (Class B)                                  325,800        11,912
                                                                      ----------
                                                                          26,884
                                                                      ----------

Media and Communications 2.6%
Clear Channel Communications *                             190,000        14,250
Comcast (Class A Special)*                                 660,000        26,751
R.R. Donnelley                                           1,000,000        22,562
Viacom (Class B) *                                         259,550        17,698
                                                                      ----------
                                                                          81,261
                                                                      ----------
Total Consumer Services                                                  211,281
                                                                      ----------

CONSUMER CYCLICALS 7.4%

Automobiles and Related 1.1%
Eaton                                                      230,000        15,410
Textron                                                    330,000        17,923
                                                                      ----------
                                                                          33,333
                                                                      ----------

Building and Real Estate 4.4%
Duke Realty Investments, REIT                              450,000        10,069
Equity Office Properties, REIT                             500,000        13,781
Federal Realty Investment Trust, REIT                    1,175,000        23,500
ProLogis Trust, REIT                                       327,272         6,975
Reckson Associates Realty, REIT                            750,000        17,812
Rouse                                                      599,500        14,838
Simon Property Group, REIT                                 841,000        18,660
Spieker Properties, REIT                                   200,000         9,200
Starwood Hotels & Resorts Worldwide, REIT                  775,000        25,236
                                                                      ----------
                                                                         140,071
                                                                      ----------

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                                                        Shares/Par         Value
--------------------------------------------------------------------------------
                                                                    In thousands

Miscellaneous Consumer Durables 1.9%
Eastman Kodak                                              875,000    $   52,062
Masco                                                      400,000         7,225
                                                                      ----------
                                                                          59,287
                                                                      ----------
Total Consumer Cyclicals                                                 232,691
                                                                      ----------

TECHNOLOGY 12.4%

Electronic Systems 1.9%
Hewlett-Packard                                             50,000         6,244
Nokia ADR                                                  310,000        15,480
Solectron *                                                355,000        14,866
Waters *                                                   175,000        21,842
                                                                      ----------
                                                                          58,432
                                                                      ----------

Aerospace and Defense 0.7%
United Technologies                                        400,000        23,550
                                                                      ----------
                                                                          23,550
                                                                      ----------

Information Processing 1.0%
COMPAQ Computer                                            450,000        11,503
Dell Computer *                                            400,000        19,738
                                                                      ----------
                                                                          31,241
                                                                      ----------

Telecommunications 7.7%
Cisco Systems *                                            280,000        17,789
Corning                                                    600,000       161,925
JDS Uniphase *                                             120,000        14,381
Nortel Networks                                            410,000        27,982
Tellabs *                                                  300,000        20,541
                                                                      ----------
                                                                         242,618
                                                                      ----------

Electronic Components 1.1%
Samsung Electronics GDR, (144a) *                          100,000        19,650
Texas Instruments                                          210,000        14,424
                                                                      ----------
                                                                          34,074
                                                                      ----------
Total Technology                                                         389,915
                                                                      ----------

CAPITAL EQUIPMENT 3.5%

Electrical Equipment 3.5%
GE                                                       1,200,000        63,600
Tyco International                                         960,000        45,480
                                                                      ----------
Total Capital Equipment                                                  109,080
                                                                      ----------

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                                                         Shares/Par        Value
--------------------------------------------------------------------------------
                                                                    In thousands
BUSINESS SERVICES AND
TRANSPORTATION 4.7%

Computer Service and Software 2.5%
America Online *                                           360,000    $   18,990
Computer Associates                                        235,000        12,029
Microsoft *                                                425,000        33,987
Oracle *                                                   160,000        13,445
                                                                      ----------
                                                                          78,451
                                                                      ----------

Miscellaneous Business Services 1.2%
Galileo International                                      600,000        12,525
ServiceMaster                                            1,400,000        15,925
Waste Management                                           465,000         8,835
                                                                      ----------
                                                                          37,285
                                                                      ----------

Airlines 0.4%
Delta                                                      300,000        15,168
                                                                      ----------
                                                                          15,168
                                                                      ----------

Railroads 0.6%
Burlington Northern Santa Fe                               800,000        18,350
                                                                      ----------
                                                                          18,350
                                                                      ----------
Total Business Services and Transportation                               149,254
                                                                      ----------

ENERGY 8.3%

Energy Services 1.7%
Baker Hughes                                             1,675,000        53,600
                                                                      ----------
                                                                          53,600
                                                                      ----------

Integrated Petroleum - Domestic 2.6%
Amerada Hess                                               440,000        27,170
USX-Marathon                                             2,170,000        54,386
                                                                      ----------
                                                                          81,556
                                                                      ----------

Integrated Petroleum - International 3.3%
BP Amoco ADR                                             1,350,000        76,359
Texaco                                                     555,000        29,554
                                                                      ----------
                                                                         105,913
                                                                      ----------

Exploration and Production 0.7%
Unocol                                                     675,000        22,359
                                                                      ----------
                                                                          22,359
                                                                      ----------
Total Energy                                                             263,428
                                                                      ----------

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                                                       Shares/Par          Value
--------------------------------------------------------------------------------
                                                                    In thousands

PROCESS INDUSTRIES 4.0%

Specialty Chemicals 1.9%
Great Lakes Chemical                                      565,000        17,798
Pall                                                    2,200,000        40,700
                                                                     -----------
                                                                         58,498
                                                                     -----------

Paper and Paper Products 2.1%
Fort James                                              1,700,000        39,312
Kimberly-Clark                                            480,000        27,540
                                                                     -----------
                                                                         66,852
                                                                     -----------
Total Process Industries                                                125,350
                                                                     -----------

BASIC MATERIALS 2.0%

Metals 2.0%
Alcoa                                                   1,060,000        30,740
Inco *                                                    330,000         5,074
Newmont Mining                                          1,240,000        26,815
                                                                     -----------
Total Basic Materials                                                    62,629
                                                                     -----------
Miscellaneous Common Stocks 2.7%                                         83,696
                                                                     -----------
Total Common Stocks (Cost $1,992,814)                                 2,930,795
                                                                     -----------

CONVERTIBLE PREFERRED STOCKS 0.5%

Union Pacific Capital Trust, 6.25%                        400,000        16,733
                                                                     -----------
Total Convertible Preferred Stocks (Cost $18,123)                        16,733
                                                                     -----------

CONVERTIBLE BONDS 1.9%

E* TRADE, (144a), 6.00%, 2/1/07                    $   25,000,000        22,688
Networks Associates, Zero Coupon, 2/13/18             100,000,000        35,493
                                                                     -----------
Total Convertible Bonds (Cost $57,845)                                   58,181
                                                                     -----------

OPTIONS WRITTEN (0.0%)

Bristol-Meyers Squibb, Call, 9/16/00 @ $65.00              (2,000)   $     (194)
                                                                     -----------
Total Options Written (Cost $(194))                                        (194)
                                                                     -----------

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T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------

                                                        Shares/Par         Value
--------------------------------------------------------------------------------
                                                                    In thousands

SHORT-TERM INVESTMENTS 5.2%

Money Market Funds 5.2%
Reserve Investment Fund, 6.68% #                       162,320,796      162,321
                                                                   -------------
Total Short-Term Investments (Cost $162,321)                            162,321
                                                                   -------------

Total Investments in Securities

100.5% of Net Assets (Cost $2,230,909)                             $  3,167,836

Other Assets Less Liabilities                                           (14,120)
                                                                   -------------

NET ASSETS                                                         $  3,153,716
                                                                   =============

Net Assets Consist of:
Accumulated net investment income - net of
distributions                                                      $      1,795
Accumulated net realized gain/loss - net of
distributions                                                            96,862
Net unrealized gain (loss)                                              936,927
Paid-in-capital applicable to 125,706,238 shares of
$0.01 par value capital stock outstanding; 500,000,000
shares authorized                                                     2,118,132
                                                                   -------------
NET ASSETS                                                         $  3,153,716
                                                                   =============

NET ASSET VALUE PER SHARE                                          $      25.09
                                                                   =============

#     Seven-day yield
*     Non-income producing
++    Securities contain some restrictions as to public resale--total of such
      securities at period-end amounts to 0.5% of net assets.
ADR   American Depository Receipt
GDR   Global depository receipt
REIT  Real Estate Investment Trust
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 period-end amounts to
      1.3% of net assets.

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

16
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T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------
Unaudited

-----------------------
STATEMENT OF OPERATIONS
--------------------------------------------------------------------------------
In thousands

                                                                        6 Months
                                                                           Ended
                                                                         6/30/00
     Investment Income (Loss)
     Income
      Dividend                                                         $ 27,692
      Interest                                                            5,320
                                                                       --------
      Total income                                                       33,012
                                                                       --------
     Expenses
      Investment management                                               8,828
      Shareholder servicing                                               3,101
      Custody and accounting                                                112
      Prospectus and shareholder reports                                     80
      Registration                                                           39
      Legal and audit                                                         8
      Directors                                                               6
      Miscellaneous                                                          12
                                                                       --------
      Total expenses                                                     12,186
                                                                       --------
      Expenses paid indirectly                                              (10)
                                                                       --------
      Net expenses                                                       12,176
                                                                       --------
     Net investment income (loss)                                        20,836
                                                                       --------
     Realized and Unrealized Gain (Loss)
     Net realized gain (loss)

      Securities                                                         96,083
      Foreign currency transactions                                        (102)
                                                                       --------
      Net realized gain (loss)                                           95,981
     Change in net unrealized gain or loss on securities                (26,337)
                                                                       --------
     Net realized and unrealized gain (loss)                             69,644
                                                                       --------
     INCREASE (DECREASE) IN NET
     ASSETS FROM OPERATIONS                                            $ 90,480
                                                                       --------

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

17
<PAGE>

T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------
Unaudited

----------------------------------
STATEMENT OF CHANGES IN NET ASSETS
--------------------------------------------------------------------------------
In thousands
                                                           6 Month         Year
                                                             Ended        Ended
                                                           6/30/00     12/31/99
       Increase (Decrease) in Net Assets
       Operations
        Net investment income (loss)                    $   20,836   $   64,567
        Net realized gain (loss)                            95,981      282,642
        Change in net unrealized gain or loss              (26,337)    (209,734)
                                                        ------------------------
        Increase (decrease) in net assets from operations   90,480      137,475
                                                        ------------------------

       Distributions to shareholders
        Net investment income                              (19,105)     (66,985)
        Net realized gain                                   (3,870)    (292,034)
                                                        ------------------------
        Decrease in net assets from distributions          (22,975)    (359,019)
                                                        ------------------------

       Capital share transactions *
        Shares sold                                        173,155      537,422
        Distributions reinvested                            22,314      350,545
        Shares redeemed                                   (548,793)    (790,045)
                                                        ------------------------
        Increase (decrease) in net assets from capital
        share transactions                                (353,324)      97,922
                                                        ------------------------

       Net Assets
       Increase (decrease) during period                  (285,819)    (123,622)
       Beginning of period                               3,439,535    3,563,157

       End of period                                    $3,153,716   $3,439,535
                                                        ------------------------

     *Share information
        Shares sold                                          7,276       19,809
        Distributions reinvested                               911       14,343
        Shares redeemed                                    (23,212)     (29,176)
                                                        ------------------------
        Increase (decrease) in shares outstanding          (15,025)       4,976



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


18
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T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------
Unaudited                                                        June 30, 2000

-----------------------------
NOTES TO FINANCIAL STATEMENTS
--------------------------------------------------------------------------------

NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

     T. Rowe Price Growth & Income Fund, Inc. (the fund) is registered under the
     Investment Company Act of 1940 as a diversified, open-end management
     investment company and commenced operations on December 21, 1982. The fund
     seeks long-term capital growth, a reasonable level of current income, and
     increasing future income by investing primarily in dividend-paying stocks.

     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 listed or regularly traded on a securities
     exchange are valued at the last quoted sales price on the day 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. Listed securities not traded on a
     particular day and securities regularly traded in the over-the-counter
     market are valued at the mean of the latest bid and asked prices. Other
     equity securities are valued at a price within the limits of the latest bid
     and asked prices deemed by the Board of Directors, or by persons delegated
     by the Board, best to reflect fair value.

     Debt securities are generally traded in the over-the-counter market and are
     valued at a price deemed best to reflect fair value as quoted by dealers
     who make markets in these securities or by an independent pricing service.

     Investments in mutual funds are valued at the closing net asset value per
     share of the mutual fund on the day of valuation. In the absence of a last
     sale price, written options are valued at the mean of the latest bid and
     asked prices.

     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.


19
<PAGE>

T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------

     Premiums and Discounts Premiums and discounts on debt securities are
     amortized for both financial reporting and tax purposes.

     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. Expenses paid
     indirectly reflect credits earned on daily uninvested cash balances at the
     custodian and are used to reduce the fund's custody charges.

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.

     Options Call and put options give the holder the right to purchase or sell,
     respectively, a security at a specified price until a certain date. Risks
     arise from possible illiquidity of the options market and from movements in
     security values. Options are reflected in the accompanying Statement of Net
     Assets at market value. Transactions in options written and related
     premiums received during the six months ended June 30, 2000, were as
     follows:


--------------------------------------------------------------------------------
                                                       Number of
                                                       Contracts       Premiums
      Outstanding at beginning of period                       -      $       -
      Written                                              2,000        194,000
                                                       ------------------------
      Outstanding at end of period                         2,000      $ 194,000
                                                       ------------------------

     Other Purchases and sales of portfolio securities, other than short-term
     securities, aggregated $1,196,913,000 and $1,633,414,000, respectively, for
     the six months ended June 30, 2000.



20
<PAGE>

T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------

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.

     At June 30, 2000, the cost of investments for federal income tax purposes
     was substantially the same as for financial reporting and totaled
     $2,230,909,000. Net unrealized gain aggregated $936,927,000 at period-end,
     of which $1,027,946,000 related to appreciated investments and $91,019,000
     to depreciated investments.



NOTE 4 - RELATED PARTY TRANSACTIONS

     The investment management agreement between the fund and T. Rowe Price
     Associates, Inc. (the manager) provides for an annual investment management
     fee, of which $1,476,000 was payable at June 30, 2000. The fee is computed
     daily and paid monthly, and consists of an individual fund fee equal to
     0.25% 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
     Rowe Price-Fleming International, Inc. (the group). The group fee rate
     ranges from 0.48% for the first $1 billion of assets to 0.295% for assets
     in excess of $120 billion. At June 30, 2000, and for the six months 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 the manager and two
     wholly owned subsidiaries of the manager, pursuant to which the fund
     receives certain other services. The manager computes the daily share price
     and maintains the financial records of the fund. T. Rowe Price Services,
     Inc. 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 $2,092,000 for the six months ended June 30, 2000, of which
     $423,000 was payable at period-end.


21
<PAGE>

T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------

      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 Growth Fund held approximately 10.4%
      of the outstanding shares of the fund at June 30, 2000. For the six months
      then ended, the fund was allocated $473,000 of Spectrum expenses, $72,000
      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 six months
      ended June 30, 2000, totaled $3,201,000 and are reflected as interest
      income in the accompanying Statement of Operations.


22
<PAGE>

T. ROWE PRICE GROWTH & INCOME FUND
--------------------------------------------------------------------------------


     INVESTMENT SERVICES AND INFORMATION


          KNOWLEDGEABLE SERVICE REPRESENTATIVES

          By Phone 1-800-225-5132 Available Monday through Friday from 8 a.m. to
          10 p.m. ET and weekends from 8:30 a.m. to 5 p.m. ET.

          In Person Available in T. Rowe Price Investor Centers.


          ACCOUNT SERVICES

          Checking Available on most fixed-income funds ($500 minimum).

          Automatic Investing From your bank account or paycheck.

          Automatic Withdrawal Scheduled, automatic redemptions.

          Distribution Options Reinvest all, some, or none of your
          distributions.

          Automated 24-Hour Services Including Tele*Access(R) and the T. Rowe
          Price Web site on the Internet. Address: www.troweprice.com


          BROKERAGE SERVICES*

          Individual Investments Stocks, bonds, options, precious metals, and
          other securities at a savings over full-service commission rates. **


          INVESTMENT INFORMATION

          Combined Statement Overview of all your accounts with T. Rowe Price.

          Shareholder Reports Fund managers' reviews of their strategies and
          results.

          T. Rowe Price Report Quarterly investment newsletter discussing
          markets and financial strategies.

          Performance Update Quarterly review of all T. Rowe Price fund results.

          Insights Educational reports on investment strategies and financial
          markets.

          Investment Guides Asset Mix Worksheet, College Planning Kit,
          Diversifying Overseas: A Guide to International Investing, Personal
          Strategy Planner, Retirees Financial Guide, and Retirement Planning
          Kit.

          *    T. Rowe Price Brokerage is a division of T. Rowe Price Investment
               Services, Inc., Member NASD/SIPC.

          **   Based on a July 2000 survey for representative-assisted stock
               trades. Services vary by firm, and commissions may vary depending
               on size of order.


23
<PAGE>

T. ROWE PRICE MUTUAL FUNDS
--------------------------------------------------------------------------------

STOCK FUNDS


Domestic

Blue Chip Growth
Capital Appreciation
Capital Opportunity
Diversified Small-Cap Growth
Dividend Growth
Equity Income
Equity Index 500
Extended Equity Market Index
Financial Services
Growth & Income
Growth Stock
Health Sciences
Media & Telecommunications
Mid-Cap Growth
Mid-Cap Value
New America Growth
New Era
New Horizons*
Real Estate
Science & Technology
Small-Cap Stock
Small-Cap Value
Spectrum Growth
Tax-Efficient Growth
Total Equity Market Index
Value


International/Global

Emerging Markets Stock
European Stock
Global Stock
International Discovery*
International Growth & Income
International Stock
Japan
Latin America
New Asia
Spectrum International


BOND FUNDS

Domestic Taxable

Corporate Income
GNMA
High Yield
New Income
Short-Term Bond
Short-Term U.S. Government
Spectrum Income
Summit GNMA
Summit Limited-Term Bond
U.S. Treasury Intermediate
U.S. Treasury Long-Term

Domestic Tax-Free
California Tax-Free Bond
Florida Intermediate Tax-Free
Georgia Tax-Free Bond
Maryland Short-Term
Tax-Free Bond
Maryland Tax-Free Bond
New Jersey Tax-Free Bond
New York Tax-Free Bond
Summit Municipal Income
Summit Municipal Intermediate
Tax-Free High Yield
Tax-Free Income
Tax-Free Intermediate Bond
Tax-Free Short-Intermediate
Virginia Short-Term
Tax-Free Bond
Virginia Tax-Free Bond


International/Global

Emerging Markets Bond
Global Bond
International Bond


MONEY MARKET FUNDS+

Taxable
Prime Reserve
Summit Cash Reserves
U.S. Treasury Money


Tax-Free

California Tax-Free Money
New York Tax-Free Money
Summit Municipal
Money Market
Tax-Exempt Money


BLENDED ASSET FUNDS

Balanced
Personal Strategy Balanced
Personal Strategy Growth
Personal Strategy Income
 Tax-Efficient Balanced


T. ROWE PRICE NO-LOAD
VARIABLE ANNUITY

Equity Income Portfolio
International Stock Portfolio
Limited-Term Bond Portfolio
Mid-Cap Growth Portfolio
New America Growth Portfolio
Personal Strategy Balanced
Portfolio
Prime Reserve Portfolio


*    Closed to new investors.

+    Investments in the funds are not insured or guaranteed by the FDIC or any
     other government agency. Although the funds seek to preserve the value of
     your investment at $1.00 per share, it is possible to lose money by
     investing in the funds.

Please call for a prospectus, which contains complete information, including
fees and expenses. Read it carefully before investing.


The T. Rowe Price No-Load Variable Annuity [#V6021] is issued by Security
Benefit Life Insurance Company. In New York, it [#FSB201(11-96)] is issued by
First Security Benefit Life Insurance Company of New York, White Plains, NY. T.
Rowe Price refers to the underlying portfolios' investment managers and the
distributors, T. Rowe Price Investment Services, Inc.; T. Rowe Price Insurance
Agency, Inc.; and T. Rowe Price Insurance Agency of Texas, Inc. The Security
Benefit Group of Companies and the T. Rowe Price companies are not affiliated.
The variable annuity may not be available in all states. The contract has
limitations. Call a representative for costs and complete details of the
coverage.


24
<PAGE>

T. ROWE PRICE ADVISORY SERVICES AND RETIREMENT RESOURCES
--------------------------------------------------------------------------------


     ADVISORY SERVICES, RETIREMENT RESOURCES

          T. Rowe Price is your full-service retirement specialist. We have
          developed unique advisory services that can help you meet the most
          difficult retirement challenges. Our broad array of retirement plans
          is suitable for individuals, the self-employed, small businesses,
          corporations, and nonprofit organizations. We also provide
          recordkeeping, communications, and investment management services, and
          our educational materials, self-help planning guides, and software
          tools are recognized as among the industry's best. For information or
          to request literature, call us at 1-800-638-5660, or visit our Web
          site at www.troweprice.com.

          Advisory Services

          T. Rowe Price Retirement Income Manager(SM) helps retirees or those
          within two years of retirement determine how much income they can take
          in retirement. The program uses extensive statistical analysis and the
          input of financial planning professionals to suggest an income plan
          that best meets your objectives.

          T. Rowe Price Rollover Investment Service offers asset allocation
          advice to those planning a major change in their qualified retirement
          plans, such as a 401(k) rollover from a previous employer or an IRA
          transfer.


          RETIREMENT RESOURCES AT T.ROWE PRICE


          Traditional, Roth, and Rollover IRAs
          SEP-IRA and SIMPLE IRA
          Profit Sharing
          Money Purchase Pension
          "Paired" Plans (Money Purchase
            Pension and Profit Sharing Plans)
          401(k) and 403(b)
          457 Deferred Compensation


          Planning and Informational Guides

          Minimum Required Distributions Guide
          Retirement Planning Kit
          Retirees Financial Guide
          Tax Considerations for Investors


          Insights Reports

          The Challenge of Preparing for Retirement
          Financial Planning After Retirement
          The Roth IRA: A Review


          Software Packages

          T. Rowe Price Retirement Planning
            Analyzer(TM) CD-ROM or diskette $19.95.
            To order, please call 1-800-541-5760.
            Also available on the Internet for $9.95.

          T. Rowe Price Variable Annuity Analyzer(TM)
            CD-ROM or diskette, free. To order,
            please call 1-800-469-5304.

          T. Rowe Price Immediate Variable
            Annuity (Income Account)

          Investment Kits

          We will be happy to send you one of our easy-to-follow investment kits
          when you are ready to invest in any T. Rowe Price retirement vehicle,
          including IRAs, qualified plans, small-business plans, or our no-load
          variable annuities.


25
<PAGE>

     For fund and account information
     or to conduct transactions,
     24 hours, 7 days a week
     By touch-tone telephone
     Tele*Access 1-800-638-2587
     By Account Access on the Internet
     www.troweprice.com/access

     For assistance
     with your existing
     fund account, call:
     Shareholder Service Center
     1-800-225-5132

     To open a brokerage account
     or obtain information, call:
     1-800-638-5660

     Internet address:
     www.troweprice.com

     Plan Account Lines for retirement
     plan participants:
     The appropriate 800 number appears
     on your retirement account statement.

     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 appropriate to the fund
     or funds covered in this report.

     Walk-In Investor Centers:
     For directions, call 1-800-225-5132
     or visit our Web site.


     Baltimore Area
     Downtown
     101 East Lombard Street
     Owings Mills
     Three Financial Center
     4515 Painters Mill Road

     Boston Area
     386 Washington Street
     Wellesley

     Colorado Springs
     4410 ArrowsWest Drive

     Los Angeles Area
     Warner Center
     21800 Oxnard Street, Suite 270
     Woodland Hills

     Tampa
     4200 West Cypress Street
     10th Floor

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


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T. Rowe Price Investment Services, Inc., Distributor.


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