PRICE T ROWE CAPITAL APPRECIATION FUND
N-30D, 1995-08-09
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SemiAnnual Report

For yield, price, last transaction, and current balance, 24 hours,
7 days a week, call:
1-800-638-2587 toll free
625-7676 Baltimore area

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

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

T. Rowe Price
Capital Appreciation
Fund

June 30, 1995

T. Rowe Price
Invest With Confidence (registered trademark)

CAF

Fellow Shareholders

We ate some dust, but continued to make good progress on the investment
performance road during the first six months of 1995. Our individual security
selection and risk avoidance strategy remained rewarding although our cautious
asset allocation and the market's love affair with technology meant that some
other funds had better results. Your fund's primary objective, to make money
and minimize losses during the market's inevitable weak periods, continues to
be met.

Performance Comparison

                                       Periods Ended 6/30/95
                                     _________________________
                                        3 Months    6 Months
                                     _________________________
Capital Appreciation Fund                  6.4%        13.0%

S&P 500*                                   9.6         20.2

Lipper Capital Appreciation
  Fund Average                             9.2         16.6

*Unmanaged

Market Environment

The stock market surged to record levels during the second quarter, and the
bond market, which had suffered through a dismal 1994, rebounded strongly. As
is often the case, this performance was inspired less by actual events than by
a change in investor perceptions about the future. Six months ago, the Federal
Reserve was expected to continue its steady monetary tightening, whereas
during the past quarter, a mild stimulus was anticipated.
     In fact, the Fed did ease a bit in early July. Thus, not only has the
likelihood of a severe recession diminished with this policy shift, but it now
seems likely that if a recession is avoided over the next six months, it may
not occur at all before the 1996 election. (You may detect a faint note of
cynicism.) The ability of economists to predict, much less manage, the U.S.
economy has always been suspect, in my view, but Fed Chairman Alan Greenspan
seems to be doing better than most. 
     The stock market was dominated by red-hot technology stocks. The
semiconductor group, for example, followed a strong first quarter with a
mind-numbing 46% gain in the second. Investors were rightly attracted to such
results and poured money into mutual funds specializing in the technology
sector. This cash flow further boosted performance. Unfortunately, all this
excitement pretty much passed us by. As one who barely understands
electricity, there's no way I'd venture very far into the Oz of gee-whiz
products, which, in any case, seldom meet our value-based criteria. We like to
buy out-of-favor securities with good potential and, we hope, much less risk.

Portfolio Highlights

The fund's positive results continued to be helped by the absence of
significant "losers." The 10 best and worst contributors table following this
letter makes pleasant reading in this regard. The small lacerations your fund
suffered, particularly in the natural resource area, seem no more than the
modest fluctuations that are always taking place in stock prices.
     On the other hand, we had some significant winners. Student Loan
Marketing (Sallie Mae), for example, generated gains that offset the total of
all losing positions for the first six months. We purchased this stock as well
as Loews and Philip Morris when many investors were focusing on their
problems. As concerns subsided, their share prices rebounded. Other top
contributors, Manville, Weyerhaeuser, and PHH, continued to enhance fund
performance as the companies prospered.
     The biggest disappointment this year was the sale with only a modest
profit of Rockefeller Center Property bonds. This had been one of the fund's
largest positions and appeared to have good appreciation potential with
limited risk. Unfortunately, the march of events was worse than we
anticipated. Pressure on New York City real estate and unexpected actions by
affiliated parties finally caused us to preempt a possible loss. May all our
disappointments end as benignly!

Chart1 - Security Diversification chart here

     As a result of our transactions during the quarter, assets committed to
common stocks increased from 49% on March 31 to 52%, convertibles dropped one
percentage point, and reserves fell from 24% of total assets to 22%.

Outlook

We continue to believe that caution toward the broad stock market is sensible
given today's investment environment. We see one positive factor-continued
economic growth and the accompanying increase in corporate earnings; one
neutral factor-interest rates, which are unlikely to fall much further; and
one negative factor-stock valuation levels, particularly dividend yields,
which are disturbingly low. We try not to overanalyze these "macro" factors,
since all are dynamic and often cancel each other out. Nevertheless, in our
current reading of these signals, the caution light predominates over the
green or red.
     The most compelling lesson we draw from financial history is the superior
long-term returns generated by stocks versus money market securities and
bonds. But the stock market can suffer periodic debilitating losses, and
investors are wont to bail out during such times. Since major stock gains also
tend to occur in concentrated time periods, exiting the market increases the
chance of not being exposed to significant upward moves. By managing your fund
to try to cushion the effects of these inevitable downturns, we hope you will
feel more comfortable about remaining committed to the market and your
long-term financial goals. 
     In hindsight, we would probably have done better with a more aggressive
investment posture these past six months, but the next six months may be an
entirely different story. Our approach, which blends caution regarding the big
picture with a ceaseless search for attractively priced individual securities,
has served the fund well in the past, and we will stick with it.

                                                Respectfully submitted,



                                                
                                                Richard P. Howard
                                                President and Chairman of 
                                                the Investment Advisory
                                                Committee

July 19, 1995


Twenty-Five Largest Holdings

June 30, 1995
                                                    Percent of
Company                                             Net Assets
___________________________________________        _____________

Automatic Data Processing                               4.8%

Manville                                                3.5

Centerior Energy/Cleveland Electric                     3.1

Entergy                                                 3.0

Loews                                                   2.8

Kemper                                                  2.3

New York Times                                          2.3

Sallie Mae                                              2.2

Philip Morris                                           2.1

Genentech                                               2.0

Petrie Stores                                           2.0

Newmont Mining                                          1.8

Washington Post                                         1.8

Toys "R" Us                                             1.7

Texaco                                                  1.7

Weyerhaeuser                                            1.6

Rouse                                                   1.5

Price                                                   1.5

PHH                                                     1.5

Polaroid                                                1.4

American Express                                        1.3

Delta                                                   1.2

CIGNA                                                   1.2

Public Service of New Mexico                            1.1

Chris-Craft Industries                                  1.0
________________________________________________________________
Total                                                  50.4%


Average Annual Compound Total Return

Periods ended June 30, 1995
                                  Since Inception 
         1 Year        5 Years         6/30/86
        _________     ________    _________________
         17.92%        11.85%          13.01%

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

Performance Contributions / 
Industry Sectors

Six Months Ended June 30, 1995

                              Cents-Per-Share    Percent of
Sector                         Contribution      Net Assets
________________________      _______________   ____________

Basic Materials                     4(cents)         3%

Business Services and
   Transportation                  15                9

Capital Equipment                   1                0

Consumer Cyclicals                 17                7

Consumer Nondurables               16                6

Consumer Services                  12               13

Energy                              7                7

Financial                          34               13

Process Industries                 12                4

Technology                          5                2

Utilities                          12                9

U.S. Governments/Options            1                2

   Total                          136               75

Miscellaneous                       0                3

Reserves and Income                21               22
________________________________________________________________
Total Portfolio                   157(cents)       100%


Contributions to the Change in Net Asset Value Per Share

T. Rowe Price Capital Appreciation Fund

Three Months Ended June 30, 1995

TEN BEST CONTRIBUTORS

Sallie Mae                                9(cents)

Manville                                  8

Loews                                     7

Entergy                                   5

Weyerhaeuser                              4

Philip Morris                             4

PHH                                       4

Polaroid                                  3

Delta                                     3

Toys "R" Us                               3
________________________________________________________________
Total                                    50(cents)


TEN WORST CONTRIBUTORS

Intuit*                                 - 1(cents)

Homestake Mining                          1

Atlantic Richfield                        1

Union Texas Petroleum                     1

Teledyne                                  1

Murphy Oil                                1

Newmont Mining                            0

Texaco                                    0

Great Lakes Chemical                      0

Unitrin                                   0
________________________________________________________________
Total                                   - 6(cents)

*Position eliminated


Six Months Ended June 30, 1995
________________________________________________________________

TEN BEST CONTRIBUTORS

Sallie Mae                               11(cents)

Loews                                    11

Manville                                  9

Philip Morris                             7

Delta                                     7

PHH                                       5

Weyerhaeuser                              4

Polaroid                                  4

Automatic Data Processing                 4

Champion International                    4

________________________________________________________________
Total                                    66(cents)


TEN WORST CONTRIBUTORS
________________________________________________________________
Toys "R" Us                             - 4(cents)

Overseas Shipholding Group                1

Reebok*                                   1

Tandy                                     1

Murphy Oil                                0

Chemical Waste Management                 0

Intuit                                    0

Fund American Enterprises                 0

Noram Energy                              0

Ranger Oil Limited                        0
________________________________________________________________
Total                                   - 7(cents)


Statement of Net Assets
T. Rowe Price Capital Appreciation Fund / June 30, 1995 (Unaudited)
(values in thousands)

Common Stocks - 51.6%

FINANCIAL - 9.8%

                                                                   Value
                                                                  _______
INSURANCE - 5.3%
       55,000  shs.  * Fund American Enterprises . . . . . . .  $  3,926
      200,000          Kemper. . . . . . . . . . . . . . . . .     9,325
      180,000          Loews . . . . . . . . . . . . . . . . .    21,780
      135,000          Unitrin . . . . . . . . . . . . . . . .     6,412
                                                                  41,443

FINANCIAL SERVICES - 4.4%
      275,000          American Express. . . . . . . . . . . .     9,659
       75,000          Fannie Mae. . . . . . . . . . . . . . .     7,078
      365,000          Sallie Mae. . . . . . . . . . . . . . .    17,110
                                                                  33,847

BANK & TRUST - 0.1%
          100          Bank for International 
                         Settlements, (CHF). . . . . . . . . .       881

Total Financial                                                   76,171

UTILITIES - 6.3%

ELECTRIC UTILITIES - 6.3%
      900,000          Centerior Energy. . . . . . . . . . . .     8,662
      959,200          Entergy . . . . . . . . . . . . . . . .    23,141
      325,000          Niagara Mohawk. . . . . . . . . . . . .     4,794
      595,000        * Public Service of New Mexico. . . . . .     8,479
      240,000          SCEcorp . . . . . . . . . . . . . . . .     4,110

Total Utilities                                                   49,186


CONSUMER NONDURABLES - 6.2%

HOSPITAL SUPPLIES/HOSPITAL MANAGEMENT - 0.0%
        8,100        *!  Lynx Therapeutics . . . . . . . . . .         2

PHARMACEUTICALS - 4.1%
       85,000          Eli Lilly . . . . . . . . . . . . . . .     6,672
      315,000        * Genentech . . . . . . . . . . . . . . .    15,317
      120,000          Schering-Plough . . . . . . . . . . . .     5,295
      130,000          Upjohn. . . . . . . . . . . . . . . . .     4,924
                                                                  32,208

MISCELLANEOUS CONSUMER PRODUCTS - 2.1%
      220,000          Philip Morris . . . . . . . . . . . . .    16,362

Total Consumer Nondurables                                        48,572


CONSUMER SERVICES - 10.0%

GENERAL MERCHANDISERS - 0.5%
      173,000  shs.  * Hills Stores. . . . . . . . . . . . . .  $  4,152

SPECIALTY MERCHANDISERS - 3.5%
    2,267,790          Petrie Stores . . . . . . . . . . . . .    15,308
      421,895        * Toys "R" Us . . . . . . . . . . . . . .    12,340
                                                                  27,648

MEDIA & COMMUNICATIONS - 6.0%
      223,519        * Chris-Craft Industries. . . . . . . . .     7,823
      172,000          Meredith. . . . . . . . . . . . . . . .     4,365
      750,000          New York Times (Class A). . . . . . . .    17,625
      120,000          Times Mirror (Class A). . . . . . . . .     2,865
       53,000          Washington Post (Class B) . . . . . . .    13,833
                                                                  46,511

Total Consumer Services                                           78,311

CONSUMER CYCLICALS - 1.4%

MISCELLANEOUS CONSUMER DURABLES - 1.4%
      275,000          Polaroid. . . . . . . . . . . . . . . .    11,206

Total Consumer Cyclicals                                          11,206

TECHNOLOGY - 1.0%

AEROSPACE & DEFENSE - 1.0%
       50,000          Litton Industries . . . . . . . . . . .     1,844
      255,000          Teledyne. . . . . . . . . . . . . . . .     6,247

Total Technology                                                   8,091

BUSINESS SERVICES & TRANSPORTATION - 2.5%

TRANSPORTATION SERVICES - 2.5%
      235,000          Overseas Shipholding Group. . . . . . .     4,876
      255,000          PHH . . . . . . . . . . . . . . . . . .    11,348
      120,000          Ryder System. . . . . . . . . . . . . .     2,865

Total Business Services & Transportation                          19,089

ENERGY - 7.0%

INTEGRATED PETROLEUM - DOMESTIC - 4.8%
       95,000          Atlantic Richfield. . . . . . . . . . .    10,426
       36,000          Kerr-McGee. . . . . . . . . . . . . . .     1,930
      185,000          Murphy Oil. . . . . . . . . . . . . . .     7,585
      340,000        * Oryx Energy . . . . . . . . . . . . . .     4,675
      101,000          Pennzoil. . . . . . . . . . . . . . . .     4,760
       50,000          Sun Company . . . . . . . . . . . . . .     1,369
      245,000          Union Texas Petroleum . . . . . . . . .     5,175
       70,000          Unocal. . . . . . . . . . . . . . . . .     1,934
                                                                  37,854

INTEGRATED PETROLEUM - 
INTERNATIONAL - 1.7%
      200,000  shs.    Texaco. . . . . . . . . . . . . . . . .  $ 13,125

ENERGY SERVICES - 0.5%
      130,000          Helmerich & Payne . . . . . . . . . . .     3,835

Total Energy                                                      54,814

PROCESS INDUSTRIES - 4.0%

DIVERSIFIED CHEMICALS - 0.1%
       23,000          Cabot . . . . . . . . . . . . . . . . .     1,213

FOREST PRODUCTS - 1.6%
      260,000          Weyerhaeuser. . . . . . . . . . . . . .    12,253

BUILDING & CONSTRUCTION - 1.5%
      862,100        * Manville. . . . . . . . . . . . . . . .    11,854

SPECIALTY CHEMICALS - 0.8%
      100,000          Great Lakes Chemical. . . . . . . . . .     6,025

Total Process Industries                                          31,345

BASIC MATERIALS - 2.0%
MINING - 2.0%
      300,000          Homestake Mining. . . . . . . . . . . .     4,950
      230,000          Newmont Mining. . . . . . . . . . . . .     9,631
       68,000          Santa Fe Pacific Gold . . . . . . . . .       825

Total Basic Materials                                             15,406

Miscellaneous Common Stocks - 1.4%                                10,554

Total Common Stocks (Cost - $341,027)                            402,745


Preferred Stocks - 4.1%
        7,000          Cleveland Electric, $1.88, Adj., 
                         Series L. . . . . . . . . . . . . . .       497
       10,700          Cleveland Electric, $90, 
                         Series S. . . . . . . . . . . . . . .     9,202
        6,525          Cleveland Electric, 8.80%, 
                         Series R. . . . . . . . . . . . . . .     5,579
      210,700          Gulf Canada Resources, Adj., 
                         Series 1. . . . . . . . . . . . . . .       593
       42,981          Gulf States Utilities, Adj., 
                         Series B. . . . . . . . . . . . . . .     2,119
      550,000          Manville, $2.70, Cum., Series B . . . .    13,750

                                                                  31,740

Miscellaneous Preferred Stocks                                        81

Total Preferred Stocks (Cost - $27,288)                           31,821

Convertible Preferred Stocks - 1.9%
        3,000  shs.    GATX, $3.875, Series A. . . . . . . . .  $    168
      182,000          Kemper, 144a, Series E. . . . . . . . .     8,930
       80,000          Newmont Mining, 144a, $2.75 . . . . . .     4,670
       25,000          Rouse, 6.5%, Series A . . . . . . . . .     1,275

Total Convertible Preferred Stocks
     (Cost - $14,168)                                             15,043

Convertible Bonds - 17.5%

  $84,000,000          Automatic Data Processing, 
                         LYONS, Zero Coupon, 
                         2/20/12 . . . . . . . . . . . . . . .    37,170
    5,000,000          Champion International, 
                         Sub. Deb., 6.50%, 4/15/11 . . . . . .     7,406
    4,400,000          Chubb, 6.00%, 5/15/98 . . . . . . . . .     4,538
    8,000,000          CIGNA, Sub. Deb., 
                         8.20%, 7/10/10. . . . . . . . . . . .     9,215
    5,200,000          Comcast, 3.375%, 9/9/05 . . . . . . . .     4,914
    2,378,000          Cooper Industries, 
                         7.05%, 1/1/15 . . . . . . . . . . . .     2,461
   10,000,000          Delta, Sub. Deb., 
                         3.23%, 6/15/03. . . . . . . . . . . .     9,537
    1,600,000          Federated Department Stores, 
                         9.72%, 2/15/04. . . . . . . . . . . .     1,617
    2,000,000          Homestake Mining, Sub. Deb. 
                         (144a), 5.50%, 6/23/00. . . . . . . .     1,965
   19,186,685  FRF     IBM, 5.75%, 1/1/98. . . . . . . . . . .     5,521
    4,500,000          International Paper, 
                         Sub. Deb., 5.75%, 9/23/02 . . . . . .     5,459
    5,500,000          Potomac Electric Power, 
                         Deb., 5.00%, 9/1/02 . . . . . . . . .     4,806
    6,825,000          Price Company, Sub. Deb., 
                         5.50%, 2/28/12. . . . . . . . . . . .     6,398
    5,000,000          Price Company, Sub. Deb., 
                         6.75%, 3/1/01 . . . . . . . . . . . .     4,950
    1,000,000        * Rockefeller Center, Euro. 
                         Deb., 13.00%, 12/31/00. . . . . . . .     1,023
   11,800,000          Rouse, Sub. Deb., 
                         5.75%, 7/23/02. . . . . . . . . . . .    10,738
   10,000,000          U.S. West, LYONS, 
                         Zero Coupon, 6/25/11. . . . . . . . .     3,219
    4,685,000          WMX Technologies, Sub. Deb., 
                         2.00%, 1/24/05. . . . . . . . . . . .     3,941
                                                                 124,878

Miscellaneous Convertible Bonds                                   11,414

Total Convertible Bonds (Cost - $123,491)                        136,292

Corporate Bonds - 0.2%
   $1,889,000          Manville, Def. Sub. Deb., 
                         Zero Coupon, 12/31/03 . . . . . . . .  $  1,889

Total Corporate Bonds (Cost - $1,593)                              1,889


U.S. Government Obligations/
Agencies - 4.4%
                       U.S. Treasury Notes,
    7,500,000          4.25%, 12/31/95-5/15/96 . . . . . . . .     7,435
    7,000,000          4.625%, 8/15/95-2/29/96 . . . . . . . .     6,958
    2,500,000          5.125%, 11/15/95. . . . . . . . . . . .     2,494
    9,000,000          5.75%, 10/31/97 . . . . . . . . . . . .     8,975
    8,000,000          7.375%, 11/15/97. . . . . . . . . . . .     8,260

Total U.S. Government Obligations/Agencies 
(Cost - $33,708)                                                  34,122

Index Notes - 0.1%
       75,000        * Republic of Austria, 8/15/96. . . . . .     1,163

Total Index Notes (Cost - $780)                                    1,163


Options Purchased - 0.2%
          300  shs.  * American Express "B" Put, 
                         10/21/95 @ $40.00 . . . . . . . . . .       146
          400        * Champion International "B" 
                         Put, 12/16/95 @ $50.00. . . . . . . .        95
          400        * Champion International "B" 
                         Put, 12/16/95 @ $55.00. . . . . . . .       210
           70        * Champion International "B" 
                         Put, 9/16/95 @ $45.00 . . . . . . . .         0
          120        * Kerr McGee "B" Put, 
                         10/21/95 @ $55.00 . . . . . . . . . .        29
          120        * Kerr McGee "B" Put, 
                         10/21/95 @ $60.00 . . . . . . . . . .        75
           90        * Pennzoil "B" Put, 
                         10/21/95 @ $55.00 . . . . . . . . . .        70
          110        * Teledyne "B" Put, 
                         10/21/95 @ $30.00 . . . . . . . . . .        61
          910        * Toys "R" Us Put, 
                         12/16/95 @ $25.00 . . . . . . . . . .        57
        2,100        * Toys "R" Us Put, 
                         12/16/95 @ $30.00 . . . . . . . . . .       499
          350        * Toys "R" Us Put, 
                         9/16/95 @ $25.00. . . . . . . . . . .         9
        2,170        * Toys "R" Us Put, 
                         9/16/95 @ $30.00. . . . . . . . . . .       434
                                                                   1,685

Miscellaneous Options Purchased                                 $     18

Total Options Purchased (Cost - $3,112)                            1,703


Short-Term Investments - 20.4%

BANK NOTES - 1.3%

$  10,000,000          Fifth Third Bank, 
                         6.21%, 10/27/95 . . . . . . . . . . .    10,002

CERTIFICATES OF DEPOSIT - 5.1%

   10,000,000          Commerzbank, 6.12%, 8/14/95 . . . . . .    10,002
   10,000,000          National Westminster Bank, 
                         6.09%, 7/28/95. . . . . . . . . . . .    10,002
   10,000,000          Swiss Bank, 6.01%, 7/21/95. . . . . . .    10,000
   10,000,000          Toronto Dominion Bank, 
                         6.04%, 8/22/95. . . . . . . . . . . .    10,000
                                                                  40,004

COMMERCIAL PAPER - 13.4%

   15,000,000          B.A.T. Capital, 5.95 - 
                         5.97%, 7/17 - 7/20/95 . . . . . . . .    14,921
    5,000,000          Caisse des Depots et 
                         Consignations, 4(2),
                         6.03%, 7/17/95. . . . . . . . . . . .     4,924
       49,000          Cargill Financial Services, 
                         6.10%, 7/3/95 . . . . . . . . . . . .        49
   10,000,000          Dean Witter Discover & 
                         Company, 5.96%, 7/24/95 . . . . . . .     9,949
   10,000,000          Dover, 4(2), 5.98%, 7/6/95. . . . . . .     9,955
   10,000,000          Falcon Asset Securitization, 
                         5.97%, 7/13/95. . . . . . . . . . . .     9,929
   10,000,000          Fleet Mortgage Group, 
                         6.00%, 7/21/95. . . . . . . . . . . .     9,950
   10,000,000          New Center Asset Trust, 
                         6.05%, 7/6/95 . . . . . . . . . . . .     9,857
   10,000,000          Raytheon, 4(2), 6.00%, 7/6/95 . . . . .     9,978
   10,000,000          Statoil (Den Norske Stats 
                         Oljeselskap), 
                         5.96%, 7/11/95. . . . . . . . . . . .     9,952
   10,000,000          U.S. West Capital Funding, 
                         4(2), 5.70%, 9/5/95 . . . . . . . . .     9,850
    5,100,000          UBS Finance (Delaware), 
                         6.25%, 7/3/95 . . . . . . . . . . . .     5,097
                                                                 104,411

MEDIUM-TERM NOTES - 0.6%
    5,000,000          Morgan Stanley Group, VR, 
                         6.213%, 7/13/95 . . . . . . . . . . .     5,004

Total Short-Term Investments (Cost - $159,421)                   159,421


T. Rowe Price Capital Appreciation Fund / Statement of Net Assets
(Unaudited)


Total Investments in Securities - 100.4% of Net Assets 
(Cost - $704,588)                                               $784,199

Other Assets Less Liabilities  . . . . . . . . . . . . . . . .    (3,325)
                                                                ________

Net Assets Consist of:                          Value
                                              ________

Accumulated net investment income - 
net of distributions . . . . . . . . . . . .   $ 12,756
Accumulated net realized gain/loss - 
net of distributions . . . . . . . . . . . .     26,976
Net unrealized gain (loss) . . . . . . . . .     79,628

Paid-in-capital applicable to 57,131,678 
  no par value shares of beneficial interest;
  unlimited number of shares 
  authorized . . . . . . . . . . . . . . . .    661,514
                                               ________
NET ASSETS . . . . . . . . . . . . . . . . .                    $780,874
                                                                ________
                                                                ________

NET ASSET VALUE PER SHARE. . . . . . . . . .                      $13.67
                                                                  ______
                                                                  ______

    *   Non-income producing
    !   Securities contain some restrictions as to public resale-total of such
        securities at period-end amounts to 0.0% of net assets.
   VR   Variable rate
 4(2)   Commercial Paper sold within terms of a private placement memorandum,
        exempt from registration under section 4.2 of the Securities Act of
        1933, as amended, and may be sold only to dealers in that program or
        other "accredited investors."
 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
        2.0% of net assets.
  CHF   Swiss franc
  FRF   French franc



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



Statement of Operations

T. Rowe Price Capital Appreciation Fund/Six Months Ended June 30, 1995
(Unaudited)
(in thousands)

INVESTMENT INCOME

Income
   Interest. . . . . . . . . . . . . . . . . . . . . . .   $  8,997
   Dividend  . . . . . . . . . . . . . . . . . . . . . .      7,065
                                                           ________
   Total income. . . . . . . . . . . . . . . . . . . . .     16,062
                                                           ________

Expenses
   Investment management . . . . . . . . . . . . . . . .      2,508
   Shareholder servicing . . . . . . . . . . . . . . . .      1,039
   Custodian and accounting. . . . . . . . . . . . . . .         87
   Prospectus and shareholder reports. . . . . . . . . .         60
   Registration. . . . . . . . . . . . . . . . . . . . .         30
   Legal and audit . . . . . . . . . . . . . . . . . . .         14
   Trustees. . . . . . . . . . . . . . . . . . . . . . .         10
   Miscellaneous . . . . . . . . . . . . . . . . . . . .         22
                                                            _______
   Total expenses. . . . . . . . . . . . . . . . . . . .      3,770
                                                            _______
Net investment income. . . . . . . . . . . . . . . . . .     12,292
                                                            _______

REALIZED AND UNREALIZED GAIN (LOSS)

Net realized gain (loss) on:
   Securities. . . . . . . . . . . . . . . . . . . . . .     15,422
   Options . . . . . . . . . . . . . . . . . . . . . . .      1,948
   Foreign currency transactions . . . . . . . . . . . .          4
                                                            _______
   Net realized gain (loss). . . . . . . . . . . . . . .     17,374
                                                            _______
Change in net unrealized gain or loss on:
   Securities. . . . . . . . . . . . . . . . . . . . . .     60,918
   Options . . . . . . . . . . . . . . . . . . . . . . .     (2,832)
   Other assets and liabilities 
       denominated in foreign currencies . . . . . . . .         14
                                                            _______
   Change in net unrealized gain or loss . . . . . . . .     58,100
                                                            _______
Net realized and unrealized gain (loss). . . . . . . . .     75,474
                                                            _______

INCREASE (DECREASE) IN NET ASSETS FROM 
OPERATIONS . . . . . . . . . . . . . . . . . . . . . . .    $87,766
                                                            _______
                                                            _______


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



Statement of Changes in Net Assets
T. Rowe Price Capital Appreciation Fund (Unaudited)
(in thousands)
                                        Six Months Ended  Year Ended
                                          June 30, 1995  Dec. 31, 1994
                                        ________________ _____________
INCREASE (DECREASE) IN NET 
ASSETS FROM
Operations
    Net investment income. . . . . . . . .   $12,292        $ 17,318
    Net realized gain (loss) . . . . . . .    17,374          35,332
    Change in net unrealized gain 
      or loss. . . . . . . . . . . . . . .    58,100         (31,603)
                                            ________       _________
    Increase (decrease) in net assets 
      from operations. . . . . . . . . . .    87,766          21,047
                                            ________       _________
Distributions to shareholders
    Net investment income. . . . . . . . .         -         (17,429)
    Net realized gain. . . . . . . . . . .         -         (34,365)
                                            ________       _________
    Decrease in net assets from 
      distributions. . . . . . . . . . . .         -         (51,794)
                                            ________       _________

Capital share transactions*
    Shares sold. . . . . . . . . . . . . .   140,879         215,254
    Distributions reinvested . . . . . . .         -          50,316
    Shares redeemed. . . . . . . . . . . .  (102,770)       (116,068)
                                            ________       _________
    Increase (decrease) in net assets
      from capital share
      transactions . . . . . . . . . . . .    38,109         149,502
                                            ________       _________
Increase (decrease) in net assets. . . . .   125,875         118,755

NET ASSETS
Beginning of period. . . . . . . . . . . .   654,999        536,244
                                            ________      __________
End of period. . . . . . . . . . . . . . .  $780,874        $654,999
                                            ________      __________
                                            ________      __________
______________________________________________________________________

*Share information
    Shares sold. . . . . . . . . . . . . .    11,014          16,627
    Distributions reinvested . . . . . . .         -           4,162
    Shares redeemed. . . . . . . . . . . .    (8,013)         (9,006)
                                            ________       _________
    Increase (decrease) in shares
       outstanding . . . . . . . . . . . .     3,001          11,783
                                            ________       _________
                                            ________       _________


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

Notes to Financial Statements
T. Rowe Price Capital Appreciation Fund / June 30, 1995 (Unaudited)

Note 1 - Significant Accounting Policies T. Rowe Price Capital Appreciation
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 at the time the valuations
are made. A security which is listed or traded on more than one exchange is
valued at the quotation on the exchange determined to be the primary market
for such security. Listed securities that are not traded on a particular day
and securities that are 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 Trustees, or by persons delegated by the Trustees, 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.
Short-term debt securities are valued at their cost which, when combined with
accrued interest, approximates fair value. In the absence of a last sale
price, purchased options are valued at the latest bid price.
     For purposes of determining the fund's net asset value per share, the
U.S. dollar value of all assets and liabilities initially expressed in foreign
currencies is determined by using the mean of the bid and offer prices of such
currencies against U.S. dollars quoted by a major bank.
     Assets and liabilities for which the above valuation procedures are
inappropriate or are deemed not to reflect fair value are stated at fair value
as determined in good faith by or under the supervision of the officers of the
fund, as authorized by the Board of Trustees.

B) 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.

C) 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 and may differ from those determined in accordance with
generally accepted accounting principles.

Note 2 - Investment Transactions

Consistent with its investment objective, the fund engages in the following
practices to manage exposure to certain risks and enhance performance. The
investment objective, policies, program, risk factors, and following practices
of the fund are described more fully in the fund's Prospectus and Statement of
Additional Information.

A) Options - Call and put options give the holder the right to purchase or
sell, respectively, a security at a specified price on a certain date. Risks
arise from possible illiquidity of the options market and from movements in
security values.

B) Other - Purchases and sales of portfolio securities, other than short-term
and U.S. government securities, aggregated $148,330,000 and $138,369,000,
respectively, for the six months ended June 30, 1995.

Notes to Financial Statements (cont'd)
T. Rowe Price Capital Appreciation Fund / June 30, 1995
(Unaudited)

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, 1995, the aggregate cost of investments for federal income
tax and financial reporting purposes was $704,588,000 and net unrealized gain
aggregated $79,611,000, of which $85,999,000 related to appreciated
investments and $6,388,000 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 $417,000 was payable at June 30, 1995. The fee is computed daily
and paid monthly, and consists of an Individual Fund Fee equal to 0.30% 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. At June 30, 1995, and for the six months then ended, the effective
annual Group Fee rate was 0.34%. The fund pays a pro rata share of the Group
Fee based on the ratio of its net assets to those of the Group.
     Additionally, the management fee is subject to a performance adjustment
dependent upon the investment performance of the fund as compared to the
Standard & Poor's 500 Stock Index over a running 36-month period, as set forth
in the investment management agreement. The performance adjustment for the six
months ended June 30, 1995 increased management fees by $211,000.
     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.
(TRPS) is the fund's transfer and dividend disbursing agent and provides
shareholder and administrative services to the fund. T. Rowe Price Retirement
Plan Services, Inc. provides subaccounting and recordkeeping services for
certain retirement accounts invested in the fund. The fund incurred expenses
pursuant to these related party agreements totaling approximately $954,000 for
the six months ended June 30, 1995, of which $175,000 was payable at
period-end.

<TABLE>
<CAPTION>
Financial Highlights
T. Rowe Price Capital Appreciation Fund (Unaudited)

                                                    For a share outstanding throughout each period
                                             ____________________________________________________________

                                              Six Months                Year Ended December 31,
                                                 Ended       ____________________________________________
                                             June 30, 1995   1994    1993     1992      1991      1990
                                             ____________________________________________________________
<S>                                          <C>            <C>     <C>     <C>       <C>       <C>

NET ASSET VALUE, BEGINNING
    OF PERIOD. . . . . . . . . . . . . . . . $12.10     $12.66     $11.39   $11.02     $9.98    $10.82
                                             ______     ______     ______  _______   _______   _______

Investment Activities

    Net investment income. . . . . . . . . .   0.21       0.35       0.26     0.51      0.44      0.37*
    Net realized and unrealized
      gain (loss). . . . . . . . . . . . . .   1.36       0.13       1.52     0.52      1.67     (0.51)
                                             ______     ______     ______  _______   _______   _______
Total from Investment Activities . . . . . .   1.57       0.48       1.78     1.03      2.11     (0.14)

Distributions
    Net investment income. . . . . . . . . .      -      (0.35)     (0.18)   (0.50)    (0.43)    (0.39)
    Net realized gain. . . . . . . . . . . .      -      (0.69)     (0.33)   (0.16)    (0.64)    (0.31)
                                             ______     ______     ______  _______   _______   _______
Total Distributions. . . . . . . . . . . . .      -      (1.04)     (0.51)   (0.66)    (1.07)    (0.70)
                                             ______     ______     ______  _______   _______   _______

NET ASSET VALUE, END OF PERIOD . . . . . . . $13.67     $12.10     $12.66   $11.39    $11.02     $9.98
                                             ______     ______     ______  _______   _______   _______
                                             ______     ______     ______  _______   _______   _______


RATIOS / SUPPLEMENTAL DATA

Total Return . . . . . . . . . . . . . . . .   13.0%       3.8%      15.7%     9.4%     21.6%     (1.3)%*

Ratio of Expenses to Average
    Net Assets . . . . . . . . . . . . . . .   1.05%!     1.10%      1.09%    1.08%     1.20%     1.25%*

Ratio of Net Investment Income to
    Average Net Assets . . . . . . . . . . .   3.43%!     2.91%      2.37%    4.28%     3.90%     3.44%*

Portfolio Turnover Rate. . . . . . . . . . .   49.7%!     43.6%      39.4%    30.3%     50.7%     49.9%

Net Assets, End of Period
    (in thousands) . . . . . . . . . . . . .$780,874  $654,999   $536,244 $359,272  $215,693  $141,923
<FN>
    !   Annualized.
    *   Excludes expenses in excess of a 1.25% voluntary expense limitation in effect 
        through December 31, 1993.
</FN>
</TABLE>

Shareholder Services

To help shareholders monitor their current investments and make decisions that
accurately reflect their financial goals, T. Rowe Price offers a wide variety
of information and services-at no extra cost.

Knowledgeable Service Representatives

By Phone-Shareholder service representatives are available from 8:00 a.m. to
10:00 p.m., Monday - Friday, and weekends from 9:00 a.m. to 5:00 p.m ET. Call
1-800-225-5132 to speak directly with a representative who will be able to
assist you with your accounts.

In Person-Visit one of our investor center locations to meet with a
representative who will be able to assist you with your accounts. While there,
you can drop off applications or obtain prospectuses and other literature.

Automated 24-Hour Services

     Tele*Access(registered trademark) (1-800-638-2587) provides information
such as account balance, date and amount of your last transaction, latest
dividend payment, and fund prices and yields. Additionally, you have the
ability to request prospectuses, statements, account and tax forms; reorder
checks; and initiate purchase, redemption, and exchange orders for identically
registered accounts.
     PC*Access(registered trademark) provides the same information as
Tele*Access, but on a personal computer via dial-up modem.

Account Services

     Checking-Write checks for $500 or more on any money market and most bond
fund accounts (except the High Yield Fund and Emerging Markets Bond Fund).
     Automatic Investing-Build your account over time by investing directly
from your bank account or paycheck with Automatic Asset Builder. Additionally,
Automatic Exchange enables you to set up systematic investments from one fund
account into another, such as from a money fund into a stock fund. A low, $50
minimum makes it easy to get started.
     Automatic Withdrawal-If you need money from your fund account on a
regular basis, you can establish scheduled, automatic redemptions.
     Dividend and Capital Gains Payment Options-Reinvest all or some of your
distributions, or take them in cash. We give you maximum flexibility and
convenience.

Investment Information

     Combined Statement-A comprehensive overview of your T. Rowe Price
accounts. The summary page gives your earnings by tax category, provides total
portfolio value, and lists your investments by type-stock, bond, and money
market. Detail pages itemize account transactions by fund.
     Quarterly Shareholder Reports-Portfolio managers review the performance
of the funds in plain language and discuss T. Rowe Price's economic outlook.
     The T. Rowe Price Report-A quarterly newsletter with relevant articles on
market trends, personal financial planning, and 
T. Rowe Price's economic perspective.
     Insights-A library of information that includes reports on mutual fund
tax issues, investment strategies, and financial markets.
     Detailed Investment Guides-Our widely acclaimed Asset Mix Worksheet,
College Planning Kit, Retirees Financial Guide, Retirement Planning Kit (also
available on disk for PC use), and Guide to Risk-Adjusted Performance can help
you determine and reach your investment goals.

Discount Brokerage

You can trade stocks, bonds, options, precious metals, and other securities at
a substantial savings over regular commission rates. Call a shareholder
service representative for more information.

T. Rowe Price No-Load Mutual Funds
STABILITY

Prime Reserve
Summit Cash Reserves
U.S. Treasury Money
California Tax-Free Money
New York Tax-Free Money
Summit Municipal Money
   Market
Tax-Exempt Money


CONSERVATIVE INCOME

Short-Term Bond
Short-Term Global Income
Short-Term U.S. Government
Summit Limited-Term Bond
U.S. Treasury Intermediate
Florida Insured Intermediate
   Tax-Free
Maryland Short-Term 
   Tax-Free Bond
Summit Municipal 
   Intermediate
Tax-Free Insured 
   Intermediate Bond
Tax-Free Short-Intermediate
Virginia Short-Term
   Tax-Free Bond


INCOME

Global Government Bond
GNMA
New Income
Spectrum Income
Summit GNMA
U.S. Treasury Long-Term
California Tax-Free Bond
Georgia Tax-Free Bond
Maryland Tax-Free Bond
New Jersey Tax-Free Bond
New York Tax-Free Bond
Summit Municipal Income
Tax-Free Income
Virginia Tax-Free Bond


AGGRESSIVE INCOME

Emerging Markets Bond
High Yield
International Bond
Tax-Free High Yield


CONSERVATIVE
GROWTH

Balanced
Capital Appreciation
Dividend Growth
Equity Income
Equity Index
Growth & Income
Spectrum Growth
Value


GROWTH

Blue Chip Growth
European Stock
Growth Stock
International Stock
Japan
Mid-Cap Growth
New Era
Small-Cap Value


AGGRESSIVE GROWTH

Capital Opportunity
Emerging Markets Stock
International Discovery
Latin America
New America Growth
New Asia
New Horizons
OTC
Science & Technology


PERSONAL STRATEGY FUNDS

Personal Strategy Income
Personal Strategy Balanced
Personal Strategy Growth
Call if you want to know about any T. Rowe Price fund. We'll send you a
prospectus with more complete information, including management fees and other
expenses. Read it carefully before you invest or send money.


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



Chart 1 - Security Diversification pie 6/30/95
A pie chart showing the percent of the Fund's asset investment among common
stocks 52%, preferred stocks 4%, convertibles 19%, bonds 3%, and reserves 22%.



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