PRICE T ROWE OTC FUND INC
N-30D, 1994-03-03
Previous: UNITED DOMINION REALTY TRUST INC, 8-K/A, 1994-03-03
Next: PACIFIC GAS & ELECTRIC CO, 8-K, 1994-03-03




Fellow Shareholders

Nineteen ninety-three closed on a satisfying note for the OTC Fund, as its
gain in the final quarter outperformed the unmanaged Nasdaq Composite,
Russell 2000 Index, and S&P 500. Indeed, the final quarter's strong
performance left the OTC Fund handily ahead of the Nasdaq and S&P 500 and
only narrowly behind the Russell 2000 for the year.

Performance Comparison
                                     Periods Ended 12/31/93
                                     3 Months   12 Months
OTC Fund <F1>                          4.3%      18.4%
Nasdaq Composite <F2>                  1.8       14.7
Russell 2000                           2.6       18.9
S&P 500                                2.3       10.1

 <F1>   T. Rowe Price Associates became the investment manager of the
        Fund on September 2, 1992.
 <F2>   Principal only

As you can see in the next table, 1993 marked the third straight year that
small-cap stocks decisively outperformed their larger-cap brethren. As
we'll comment on later in our outlook, we believe this trend will remain
intact for 1994.

Small-Cap vs. Large-Cap Performance

                                1991      1992      1993

Nasdaq Composite <F1>           56.8%     15.5%     14.7%
Russell 2000                    46.1      18.4      18.9
S&P 500                         30.4       7.6      10.1
 <F1>   Principal only



Year-End Distributions
On December 21, 1993, your Board of Directors declared a long-term capital
gain of $1.17 per share and a short-term capital gain of $0.41 per share.
The $1.58 total distribution was paid on December 31 to shareholders of
record on the 21st. You should already have received a check or statement
as well as your 1099-DIV reflecting these distributions.

Investment Review
PartnerRe, a new Bermuda-based reinsurer, was the largest purchase for the
Fund during the fourth quarter. The company is a formidable new force in
the reinsurance market, with nearly one billion in capital and the
sponsorship of Swiss Re, one of the world's largest reinsurers. One area
within the property and casualty business where capacity has been short and
pricing has firmed is catastrophic reinsurance (or, in layman's terms, the
insurance which covers insurance companies when a major disaster like
hurricane Andrew hits). PartnerRe focuses exclusively on this highly
profitable niche. We believe PartnerRe can earn $5.00 a share or more over
the next 12 months if the "winds don't blow" this year. Therefore, priced
at $20 a share, or 1.1 times book value, and with a 2% yield, we found the
stock too attractive to pass up.
     For the past several quarters, we've written of our belief that a
stronger economy was just around the corner. Fortunately, our weightings in
economically sensitive stocks enabled us to participate fully in this
group's rally during the just-completed quarter. Three of the top five
performing sectors in the Russell 2000 _ auto and transport, material and
process industries, and producer durable goods _ were cyclicals, all areas
of focus for your portfolio.
     Based on our projection that the economy will gradually accelerate in
1994, we have enhanced the position in cyclicals by adding to the
industrial holdings through the purchase of two recent initial public
offerings. Early in the fourth quarter, we bought a position in Holophane,
a niche manufacturer of industrial, commercial, and outdoor lighting. We
also added Flair Corp., a manufacturer of industrial filtration systems.
Both companies should benefit from the pickup in industrial production now
occurring.
     Correspondingly, we believe consumers will continue to respond to the
rebounding economy in 1994. Thus, to play a resurgence in consumer
confidence, we added several retailers, including department store Carson
Pirie Scott and specialty retailer Charming Shoppes. Similarly, we
purchased Tommy Hilfiger, an exceptionally well-positioned apparel company
with what, in our opinion, is perhaps the strongest management in the
business.
     We have also further built the portfolio weighting in technology
stocks. During the fourth quarter, we initiated a position in Electronic
Information Systems (EISI), which produces computerized telephone call
processing systems. These systems automatically dial numbers from a
database, then connect the call to a sales agent when a voice is detected
on the other end. EISI possesses many of the attributes we seek in our
quest for well-positioned investments with capital appreciation potential.
Such characteristics include growing market share, attractive operating
margins, management ownership, as well as attractive but unrecognized,
undiscounted earnings growth.

Outlook
So, will it be three years in, and over two years to go? We're referring,
of course, to the average period of outperformance by the small-cap market
sector. Typically, small-cap stock cycles have run from four to seven
years, with an average of over five years, so we could be halfway through
this cycle. All our indicators (relative price to earnings multiples, price
to book, price to sales) tell us small-cap stocks remain attractively
priced relative to larger-cap stocks. However, the party rarely goes on
uninterrupted. History has also shown each cycle to be laced with 10% to
15% "midterm" corrections. Thus, as we've said for the past two quarters,
we believe the environment for small-cap stocks will prove rewarding in
1994 even though the market may be vulnerable to an interim correction.
     We appreciate your support and hope the new year will be healthy and
profitable for you.

                           Respectfully submitted,

                           (signature)

                           Greg McCrickard
                           President and Chairman of the
                           Investment Advisory Committee
January 21, 1994


Twenty-Five Largest Holdings
December 31, 1993

                                     Percent of
Company                              Net Assets

Selective Insurance                     2.5 %
SEI                                     1.6
Enterra                                 1.5
Werner Enterprises                      1.5
Glacier Bancorp                         1.4
CSS Industries                          1.4
Collective Bancorp                      1.3
Monk-Austin                             1.3
PartnerRe Holdings                      1.3
Transnational Re                        1.3
Maxim Integrated Products               1.3
United Federal Bancorp                  1.3
Watts Industries                        1.2
Stewart Enterprises                     1.2
Cragin Financial                        1.1
Linear Technology                       1.1
M.S. Carriers                           1.1
Analogic                                1.1
Harleysville Group                      1.0
Zenith Laboratories                     1.0
Isomedix                                1.0
TPI Enterprises                         1.0
Pulitzer Publishing                     1.0
Liqui-Box                               1.0
Mariner Health Group                    1.0
Total                                  31.5%

Major Portfolio Changes
Three Months Ended December 31, 1993

Ten Largest Purchases
                                     Cost (000)
PartnerRe Holdings <F1>                $2,500
Transnational Re <F1>                   2,208
Flair <F1>                              1,648
Holophane <F1>                          1,499
Carson Pirie Scott <F1>                 1,420
Tommy Hilfiger <F1>                     1,403
Pittston Minerals <F1>                  1,376
Charming Shoppes <F1>                   1,229
St. Jude Medical <F1>                     988
Electronic Information Systems <F1>       970

Ten Largest Sales
                                     Proceeds (000)
Merisel<F2>                             $2,252
Allmerica Property & Casuality<F2>       1,802
BISYS Group<F2>                          1,612
Amplicon                                 1,406
Roper Industries                         1,143
Culp                                     1,007
Scios Nova<F2>                             988
Linear Technology                          982
Salick Health Care<F2>                     940
Hollywood Park Pfd.<F2>                    890

 <F1>   Position added
 <F2>   Position eliminated


Performance Comparison Chart (see Appendix)



Total Return Performance<F1>
Periods Ended December 31, 1993

          1 Year         5 Years<F2>    10 years<F2>
           18.40 %        12.11 %        10.53 %

 <F1>   Until September 2, 1992, the Fund was managed by USF&G
        Review Management.
<F2>    Average Annual Compound Total Return

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

Statement of Net Assets (Value in thousands)
     T. Rowe Price OTC Fund/December 31, 1993

Common Stocks & Warrants _ 92.9%
FINANCIAL _ 20.0%
                                                                      Value
BANK & TRUST _ 10.4%
    16,000  shs.      Banc First                                 $     236
    30,000       <F1> Bell Bancorp                                   1,410
   120,000            Collective Bancorp                             2,595
    63,000       <F1> Cragin Financial                               2,347
    50,000            First Security                                 1,300
   133,100       <F2> Glacier Bancorp                                2,862
    35,000            Magna Group                                      669
    41,000            Mercantile Bancorporation                      1,850
    44,550            ONBANCorp                                      1,565
    55,000       <F1> Premier Bancorp                                  969
    60,500       <F1> Silicon Valley Bancshares                        597
    80,000            United Federal Bancorp                         2,580
    90,000       <F1> United Financial of  South Carolina            1,665
    52,500            Vallicorp Holdings                               643
                                                                    21,288
FINANCIAL SERVICES _ 0.2%
    20,000            Pioneer Group                                    508

INSURANCE _ 9.4%
    35,000            Foremost                                       1,190
    70,000            Harleysville Group                             2,091
   103,000            Intercargo                                     1,210
    34,050       <F1> Navigators Group                               1,158
   156,200       <F1> Pac Rim Holding                                  410
   125,000       <F1> PartnerRe Holdings                             2,688
   100,200       <F1> Philadelphia Consolidated  Holding             1,202
   171,400            Selective Insurance                            5,185
   100,000       <F1> Transnational Re                               2,663
    42,500            W. R. Berkley                                  1,466
                                                                    19,263
Total Financial                                                     41,059

CONSUMER NONDURABLES _ 15.0%

BEVERAGES _ 0.3%
    79,100       <F1> Chalone                                          489

FOOD PROCESSING _ 2.2%
   190,000       <F1> Foodmaker                                      1,852
       164            Makepeace                                        902
    60,500       <F1> Seneca Foods                                   1,180
    25,000            Thorn Apple Valley                               575
                                                                     4,509

HOSPITAL SUPPLIES/HOSPITAL MANAGEMENT _ 1.0%
    25,000  shs. <F1> Pacificare Health Systems                       $941
    35,000            St. Jude Medical                                 923
                                                                     1,864

PHARMACEUTICALS _ 2.4%
    25,000       <F1> Immunex                                          403
    60,000            Life Technologies                              1,087
    65,000       <F1> Marsam Pharmaceuticals                         1,373
    87,000       <F1> Zenith Laboratories                            2,055
                                                                     4,918

HEALTH CARE SERVICES _ 3.6%
    32,000       <F1> Abbey Healthcare                                 896
    76,000       <F1> Advantage Health                               1,168
    29,000       <F1> Intergroup Healthcare                          1,385
    90,000       <F1> Mariner Health                                 1,958
   108,700       <F1> Multicare                                      1,957
                                                                     7,364

MISCELLANEOUS CONSUMER  PRODUCTS _ 5.5%
    61,500            Boston Acoustics                               1,015
    94,225       <F1> CIMCO                                            660
    34,500  <F1><F2>  Crown City Plating                               224
    74,375            Culp                                           1,864
    21,900       <F1> Cygne Designs                                    422
    53,400            Liqui-Box                                      1,976
   171,300            Monk-Austin                                    2,741
    90,000            Stewart Enterprises (Class A)                  2,396
                                                                    11,298
Total Consumer Nondurables                                          30,442

CONSUMER SERVICES _ 10.2%

GENERAL MERCHANDISERS _ 1.6%
    43,500       <F1> Brookstone                                       674
   100,000       <F1> Carson Pirie Scott                             1,419
    15,000       <F1> Cosmetic Center  (Class A)                       279
    50,000       <F1> Cosmetic Center  (Class B)                       919
                                                                     3,291

SPECIALTY MERCHANDISERS _ 3.6%
    95,000            Charming Shoppes                               1,122
   138,000       <F1> CSS Industries                                 2,846
    50,000       <F1> Shoe Carnival                                    613
    46,400       <F1> Tommy Hilfiger                                 1,450
   161,200       <F1> Vans                                             826
    40,000            Wolohan Lumber                                   705
                                                                     7,562

ENTERTAINMENT & LEISURE _ 1.5%
    55,000       <F1> Carmike Cinemas (Class A)                        990
   200,000       <F1> TPI Enterprises                                2,000
                                                                     2,990

MEDIA & COMMUNICATIONS _ 3.5%
    50,000  shs. <F1> Associated Communication  (Class B)           $1,406
    48,978       <F2> Cowles Media                                   1,139
     3,836            Fisher Companies                                 700
    78,000            Gray Communications Systems                    1,151
    30,000       <F1> Mobile Telecommunication Technologies            731
    55,500            Pulitzer Publishing                            1,991
                                                                     7,118
Total Consumer Services                                             20,961

CONSUMER CYCLICALS _ 4.8%

AUTOMOBILES & RELATED _ 0.6%
     7,506            Adrian Steel                                   1,257

BUILDING & REAL ESTATE _ 0.9%
     1,882       <F1> Boston Sand & Gravel                             259
    13,384       <F1> First Republic of America                        589
     1,650            J. C. Nichols                                    949
                                                                     1,797

MISCELLANEOUS CONSUMER DURABLES _ 3.3%
    20,970  wts.      Craftmatic Contour, 12/31/02                       0
    55,000  shs.      Juno Lighting                                  1,127
   187,500            LADD Furniture                                 1,898
    60,000       <F1> Scotts (Class A)                               1,192
    60,000       <F1> Vallen                                           758
   150,000       <F1> Winston Furniture                              1,744
                                                                     6,719
Total Consumer Cyclicals                                             9,773

TECHNOLOGY _ 8.6%

ELECTRONIC COMPONENTS _ 3.9%
   138,213       <F1> Analogic                                       2,194
    50,000       <F1> Lattice Semiconductor                            819
    60,000            Linear Technology                              2,332
    55,000       <F1> Maxim Integrated Products                      2,623
                                                                     7,968

INFORMATION PROCESSING _ 0.7%
    80,000       <F1> DH Technology                                  1,420

SPECIALIZED COMPUTER _ 1.2%
    43,500            BGS Systems                                    1,174
    50,000       <F1> Boole & Babbage                                1,212
                                                                     2,386

TELECOMMUNICATIONS _ 2.1%
    35,000       <F1> BroadBand Technologies                         1,094
    55,000       <F1> Cellular Communications of Puerto Rico         1,231
    80,000       <F1> Electronic Information Systems                 1,050
    30,000       <F1> LCI International                              1,099
                                                                     4,474

AEROSPACE & DEFENSE _ 0.7%
    18,000  shs.      Woodward Governor                             $1,359
Total Technology                                                    17,607

CAPITAL EQUIPMENT _ 6.9%

ELECTRICAL EQUIPMENT _ 0.8%
   100,000       <F1> Holophane                                      1,725

MACHINERY _ 6.1%
   101,000            AMTROL                                         1,957
    85,003       <F1> Central Sprinkler                              1,190
    95,000       <F1> Flair                                          1,935
    37,290            Hardinge Brothers (Class A)                      802
   126,600       <F1> Hurco Companies                                  301
    17,450            Laser Alignment                                  401
    55,000       <F1> Lindsay Manufacturing                          1,932
    43,942            Roper Industries                               1,390
    50,000            Watts Industries (Class A)                     2,500
                                                                    12,408
Total Capital Equipment                                             14,133

BUSINESS SERVICES & TRANSPORTATION _ 16.9%

COMPUTER SERVICE & SOFTWARE _ 3.7%
    20,000            Autodesk                                         905
    30,000       <F1> Electronic Arts                                  904
    25,000            HBO                                            1,153
    25,000       <F1> PeopleSoft                                       775
    80,000       <F1> Ross Systems                                     500
   127,400            SEI                                            3,296
                                                                     7,533
ENVIRONMENTAL _ 2.2%
   164,250       <F1> EMCON                                          1,314
   135,000            Mid-American Waste Systems                     1,114
   130,000       <F1> TRC                                            1,398
    50,000       <F1> United Waste Systems                             756
                                                                     4,582

TRANSPORTATION SERVICES _ 6.2%
    60,000            Expeditors International  of Washington          915
    59,800       <F1> FRP Properties                                   800
    50,000       <F1> Heartland Express                              1,231
    50,250            International Shipholding                        936
   140,000            Intertrans                                     1,803
   110,000       <F1> M. S. CARRIERS                                 2,310
    75,000       <F1> Swift Transportation                           1,594
   101,000            Werner Enterprises                             3,068
                                                                    12,657

MISCELLANEOUS BUSINESS SERVICES _ 4.2%
    45,800       <F1> Amplicon                                         893
    60,000       <F1> Insituform Technologies                          757
   105,000       <F1> Isomedix                                       2,034
   100,000            McGrath RentCorp                               1,462
   126,000  shs. <F1> Shorewood Packaging                            1,764
    40,000            Unitog                                           970
   140,000       <F1> UTILX                                            718
                                                                     8,598

RAILROADS _ 0.6%
    33,400            North Carolina Railroad                        1,236
Total Business Services & Transportation                            34,606

ENERGY _ 6.3%

ENERGY SERVICES _ 5.1%
   115,000       <F1> Atwood Oceanics                                1,301
   151,500       <F1> Enterra                                        3,106
    50,000       <F1> Garnet Resources                                 225
    10,000            Geophysique (FRF)                                958
   101,200            Moorco International                           1,923
   130,000       <F1> Oceaneering International                      1,771
    61,500       <F1> Petroleum Helicopters                            619
    33,500       <F1> Petroleum Helicopters (non-voting)               343
    10,000            Wheatley TXT (non-voting)                        115
                                                                    10,361

INTEGRATED PETROLEUM-DOMESTIC _ 0.4%
   176,000       <F1> Benton Oil and Gas                               858

INTEGRATED PETROLEUM-

INTERNATIONAL _ 0.8%
   260,000       <F1> Tuboscope Vetco                                1,576
Total Energy                                                        12,795

PROCESS INDUSTRIES _ 1.3%

DIVERSIFIED CHEMICALS _ 0.7%
   103,616            Aceto                                          1,386

SPECIALTY CHEMICALS _ 0.6%
    40,000            A. Schulman                                    1,335
Total Process Industries                                             2,721

BASIC MATERIALS _ 2.1%

MINING _ 2.1%
     9,295       <F2> Coal Creek                                     1,022
    65,000            Pittston Minerals                              1,552
    15,728            Rochester & Pittsburgh                           619
   164,000       <F1> TVX Gold                                       1,087
Total Basic Materials                                                4,280
Miscellaneous _ 0.8%                                                1,628
Total Common Stocks (Cost _ $137,020)                             190,005

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

Convertible Bonds _ 1.6%

$1,500,000  American City Business
                      Journals, 6.00%, 12/31/11                     $1,504
 2,000,000            Cellular, 6.75%, 7/15/09                       1,945
Total Convertible Bonds (Cost _ $2,525)                             3,449

Short-Term Investments _ 6.5%

COMMERCIAL PAPER _ 6.5%
 2,000,000            American Express Credit, 3.26%,  3/30/94       1,967
 3,000,000            Bank of Nova Scotia,  3.25%, 1/21/94           2,976
 1,600,000            Bankers Trust Company,  3.25%, 1/3/94          1,600
 3,000,000            Caisse des Depots et Consignations 4(2),
                      3.32%, 1/21/94                                 2,978
 1,000,000            Citicorp, VRMTN, 3.55%,  12/7/94                 999
    52,000            Harvard University, 3.20%,  1/3/94                52
 1,000,000            Morgan Stanley Group, VRMTN, 3.625%, 7/25/94   1,002
 1,600,000            Province of British Columbia,  3.30%, 2/11/94  1,573
Total Short-Term Investments (Cost _ $13,147)                      13,147

Total Investments in Securities _ 101.0% (Cost $152,692)          206,601

Other Assets Less Liabilities _ (1.0)%                            (1,992)

Net Assets Consisting of:
Accumulated realized gains/losses -
   net of distributions                                 $ 5,669
Unrealized appreciation of  investments                  53,909
Paid-in-capital applicable to 13,296,602
   shares of $0.50 par value capital stock
   outstanding;  200,000,000 shares authorized          145,031
Net Assets - 100.0%                                               $204,609

Net Asset Value Per Share                                           $15.39

 <F1>   Non-income producing
(FRF)   French franc denominated
 <F2>   Affiliated company
VRMTN   Variable Rate Medium Term Note


Statement of Operations
T. Rowe Price OTC Fund/Year Ended December 31, 1993

                                                 Amounts in Thousands
INVESTMENT INCOME
Income
  Dividends                                       $  1,595
  Interest                                             720

  Total income                                                  $2,315

Expenses
  Investment management fees                         1,547
  Shareholder servicing fees & expenses                444
  Custodian and accounting fees & expenses             149
  Registration fees & expenses                          52
  Legal & auditing fees                                 46
  Prospectus & shareholder reports                      38
  Directors' fees & expenses                            12
  Miscellaneous                                         43

  Total expenses                                                 2,331

Net investment income                                             (16)

REALIZED AND UNREALIZED GAIN ON INVESTMENTS
Net realized gain                                   24,877
Change in unrealized appreciation or depreciation    7,769

Net gain on investments                                         32,646

INCREASE IN NET ASSETS FROM OPERATIONS                        $ 32,630

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


Statement of Changes in Net Assets
T. Rowe Price OTC Fund

                                                            Year Ended
December 31,
                                                          1993      1992
                                                      Amounts in Thousands

INCREASE (DECREASE) IN NET ASSETS
Operations
  Net investment income                                  $   (16)  $     69
  Net realized gain on investments                         24,877    49,010
  Change in unrealized appreciation or
     depreciation of investments                            7,769  (25,166)

  Increase in net assets from operations                   32,630    23,913

Distributions to shareholders
  Net investment income                                        _     (723)
  Net realized gain on investments                       (19,192)  (47,946)

  Decrease in net assets from distributions
     to shareholders                                     (19,192)  (48,669)

Capital share transactions
  Sold 2,717 and 1,874 shares                              41,461    32,843
  Distributions reinvested of 1,166 and 3,096 shares       17,461    43,341
  Redeemed 3,589 and 7,778 shares                        (54,589) (131,174)

  Increase (decrease) in net assets from capital
     share transactions                                     4,333  (54,990)

Total increase (decrease)                                  17,771  (79,746)

NET ASSETS
  Beginning of year                                       186,838   266,584

  End of year                                            $204,609  $186,838

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

Notes to Financial Statements
T. Rowe Price OTC Fund / December 31, 1993

Note 1 - Significant Accounting Policies

T. Rowe Price OTC Fund (the Fund) is registered under the Investment
Company Act of 1940 as a diversified, open-end management investment
company.

A) 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 that are 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.
     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. Short-term debt securities are valued at their cost which, when
combined with accrued interest, approximates fair value.
     For purposes of determining the Fund's net asset value per share, all
assets and liabilities initially expressed in foreign currencies are
converted into U.S. dollars at 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.

B) Affiliated Companies - Investments in companies 5% or more of whose
outstanding voting securities are held by the Fund are defined as
"Affiliated Companies" in Section 2(a)(3) of the Investment Company Act of
1940.

C) Currency translation - Foreign currency amounts are translated into U.S.
dollars at prevailing exchange rates as follows: assets and liabilities at
the rate of exchange at the end of the respective period, purchases and
sales of securities and income and expenses at the rate of exchange
prevailing on the dates of such transactions.

D) 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 an 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 which may differ from generally
accepted accounting principles.

E) Accounting Change - Effective as of the beginning of the year, the Fund
adopted a recently issued accounting standard related to shareholder
distributions and discontinued the practice of equalization. These changes
resulted in a reclassification to paid-in-capital of permanent differences
between tax and financial reporting of net investment income and net
realized gains/losses. The cumulative effect of these changes as of
December 31, 1992 increased Accumulated net investment income - net of
distributions by $758,000, increased Accumulated realized gains/losses -
net of distributions by $822,000, and decreased Paid-in-capital by
$1,580,000. The results of operations and net assets were not affected by
these changes.

Note 2 - Portfolio Transactions

Purchases and sales of portfolio securities, other than short-term and U.S.
Government securities, aggregated $73,092,000 and $87,857,000,
respectively, for the year ended December 31, 1993.

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 December 31, 1993, the aggregate cost of investments for federal
income tax and financial reporting purposes was $152,692,000 and net
unrealized appreciation aggregated $53,909,000, of which $61,555,000
related to appreciated investments and $7,646,000 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, computed daily and paid monthly, consisting of an Individual Fund Fee
equal to 0.45% 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 0.31% for
assets in excess of $34 billion. The effective annual Group Fee rate at
December 31, 1993, and for the year then ended was 0.35%. The Fund pays a
pro rata portion of the Group Fee based on the ratio of the Fund's net
assets to those of the Group.
     T. Rowe Price Services, Inc. (TRPS) and Retirement Plan Services, Inc.
(RPS) are wholly owned subsidiaries of the Manager. TRPS provides transfer
and dividend disbursing agent functions and shareholder services for all
accounts. RPS provides subaccounting and recordkeeping services for certain
retirement accounts invested in the Fund. The Manager, under a separate
agreement, calculates the daily share price and maintains the financial
records of the Fund. For the year ended December 31, 1993, the Fund in-
curred fees totalling approximately $435,000 for these services provided by
related parties. At December 31, 1993, these investment management and
service fees payable were $183,000.


Financial Highlights
T. Rowe Price OTC Fund

                                 For a share outstanding throughout each
                                         Year Ended December 31,

                                     1993     1992     1991     1990     1989

NET ASSET VALUE,
   BEGINNING OF YEAR                $14.37   $16.86   $12.72   $16.23   $14.14

Investment Activities
   Net investment income             _        0.02     0.07     0.11     0.09
   Net realized and unrealized
      gain (loss)                     2.60     2.20     4.84    (3.43)    2.61

Total from Investment Activities      2.60     2.22     4.91    (3.32)    2.70

Distributions
   Net investment income             _       (0.07)   (0.09)   (0.09)   (0.13)
   Net realized gain                 (1.58)   (4.64)   (0.68)   (0.10)   (0.48)

Total Distributions                  (1.58)   (4.71)   (0.77)   (0.19)   (0.61)

NET ASSET VALUE, END OF YEAR        $15.39   $14.37   $16.86   $12.72   $16.23

RATIOS/SUPPLEMENTAL DATA
Total Return                         18.4%    13.9%    38.6%   (20.5%)   19.1%

Ratio of Expenses to
   Average Net Assets                 1.20%    1.32%    1.34%    1.47%    1.45%

Ratio of Net Investment Income
   to Average Net Assets             (0.01)%   0.03%    0.48%    0.73%    0.63%

Portfolio Turnover Rate              40.8%    30.7%    31.2%    34.8%    33.1%

Net Assets, End of Year
   (in thousands)                 $204,609 $186,838 $266,584 $215,299 $315,939


Report of Independent Accountants
To the Shareholders and Board of Directors of  T. Rowe Price OTC Fund


     We have audited the accompanying statement of net assets of T. Rowe
Price OTC Fund, as of  December 31, 1993, and the related statement of
operations for the year then ended, the statement of changes in net assets
and the financial highlights for each of the two years in the period then
ended. These financial statements and financial highlights are the
responsibility of the Fund's management. Our responsibility is to express
an opinion on these financial statements and financial highlights based on
our audits. The financial highlights for each of the three years in the
period ended December 31, 1991, were audited by other independent
accountants whose report expressed an unqualified opinion thereon.
     We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit to
obtain reasonable assurance about whether the financial statements and
financial highlights are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and disclosures
in the financial statements. Our procedures included confirmation of
investments owned as of December 31, 1993 by correspondence with the
custodian and brokers. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe that
our audit provides a reasonable basis for our opinion.
     In our opinion, the financial statements and financial highlights
referred to above present fairly, in all material respects, the financial
position of T. Rowe Price OTC Fund as of December 31, 1993, the results of
its operations for the year then ended, and the changes in its net assets
and financial highlights for each of the two years in the period then ended
in conformity with generally accepted accounting principles.

COOPERS & LYBRAND

Baltimore, Maryland
January 19, 1994


Officers and Directors

John H. Laporte, Chairman
Gregory A. McCrickard, President
Leo C. Bailey, Director
Donald W. Dick, Jr., Director
David K. Fagin, Director
Addison Lanier, Director
John K. Major, Director
James S. Riepe, Vice President/Director
Herbert D. Vos, Director
Paul M. Wythes, Director
Marcy L. Fisher, Vice President
Henry H. Hopkins, Vice President
James A. C. Kennedy, III, Vice President
Brian D. Stansky, Vice President
Richard T. Whitney, Vice President
Lenora V. Hornung, Secretary
Carmen F. Deyesu, Treasurer
David S. Middleton, Controller


Appendix

Chart 1: Performance Comparison Chart

OTC Fund Performance Comparison
A line graph compares the 12/31/93 value of a hypothetical $10,000
investment made in the OTC Fund at its inception and a similar investment
made concurrently in the S&P 500 Index. At 12/31/93, the Fund investment
would have been worth $27,223 and the S&P Index investment would have been
worth $40,177.




© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission