PRICE T ROWE CAPITAL APPRECIATION FUND
N-30D, 2000-08-16
Previous: ANCHOR INTERNATIONAL BOND TRUST, N-30D, 2000-08-16
Next: SEPRAGEN CORP, 10QSB, 2000-08-16



                                  T. Rowe Price
--------------------------------------------------------------------------------
                                Semiannual Report
                            Capital Appreciation Fund
--------------------------------------------------------------------------------
                                  June 30, 2000
--------------------------------------------------------------------------------
REPORT HIGHLIGHTS
================================================================================
CAPITAL APPRECIATION FUND
-------------------------
     *    Financial   market   results   for  the  first  half  were   generally
          disappointing  as stock prices were extremely  volatile and bonds were
          lackluster.
     *    The fund's risk-averse approach served shareholders well, resulting in
          a positive six-month return that exceeded its benchmarks.
     *    Energy stocks were among the top  contributors  and several  utilities
          rebounded, but chemicals were weak.
     *    The  fund's  stock  allocation  rose to about 58%,  with  convertibles
          accounting for another 20%.
     *    We  will   persevere  with  our   conservative   approach  that  seeks
          undervalued securities and broad asset diversification.

================================================================================
UPDATES AVAILABLE
-----------------
     For  updates  on T. Rowe Price  funds  following  the end of each  calendar
quarter, please see our Web site at www.troweprice.com.
================================================================================

<PAGE>
FELLOW SHAREHOLDERS
-------------------
     The lady or the tiger?  Financial  markets  largely  disappointed  investor
expectations over the last six months -- they got the tiger, not the lady -- and
we suspect that greater  uncertainty lies ahead.  Equities,  especially the more
aggressively  priced ones,  which we  deliberately  do not own,  swung wildly in
price  throughout  the period,  ending  generally  lower.  Most bonds had modest
returns, but generally the more risky, the lower the reward.

    PERFORMANCE COMPARISON
    ----------------------
    Periods Ended 6/30/00         6 Months       12 Months
    ---------------------         --------       ---------
    Capital Appreciation Fund       4.40%          2.76%
    S&P 500                        -0.43           7.24
    Lipper Mid-Cap Value
    Funds Average                   4.30           5.49

     Capital  Appreciation  Fund has been well  positioned  so far in 2000.  Our
continuing  conservative  investment program featuring asset diversification and
risk reduction  consistent with reasonable potential returns performed better in
the first half than the more aggressive  approach followed by most equity mutual
funds.  While the next 18 months  could  well see  further  continued  favorable
relative  performance,  it's important to remember that our approach will remain
cautious regardless. This leopard does not change its spots.

MARKET ENVIRONMENT
------------------
     The Federal Reserve responded to hints of higher inflation in the U.S. with
its fourth,  fifth,  and sixth  interest rate hikes since its last  reduction in
November  1998.  Normally,  such action has the  gradually  eroding  effect of a
column of army ants on the economic and investment landscapes.  So far, however,
that has not been the case.  The economy  roared ahead in the first  quarter and
then, as in 1998 and 1999,  slowed to a still-brisk  pace in the second quarter.
Bonds  were  hurt by the  higher  interest  rates,  but most  eked out  positive
returns.  Long  maturity  Treasuries  were  uniquely  helped by the  paydown  of
government debt related to budget surpluses. Equities seemed to go everywhere at
once yet nowhere.  Technology  and growth  stocks,  which have zoomed these past
four years, performed more in line with the value stocks that we favor, although
larger cyclical  companies,  such as those  represented in the popular Dow Jones
Industrial  Average,   were  particularly  poor  performers.   We  admit  to  an
elephantine dose of smug satisfaction when the high-priced  Nasdaq dropped close
to 40% from its March highs -- but, in fact,  that index,  whose stocks we avoid
like the tsetse fly,  ended  marginally  better than most  equities  for the six
months.

     Overseas equity markets made little or no progress. The dollar, despite the
mammoth U.S.  trade deficit,  was modestly  stronger  against major  currencies.
Foreigners  continue to confound me by accepting  paper assets (our  securities)
for their real  goods.  But then  history  books  often  report  the  trading of
fishhooks and glass beads for ivory and gold.

<PAGE>

PORTFOLIO HIGHLIGHTS
--------------------
     Energy stocks,  including top individual  contributors,  MITCHELL  ENERGY &
DEVELOPMENT and AMERADA HESS, provided the lion's share of the fund's first-half
performance.  We were  mildly  disappointed  that  they  didn't  do even  better
considering  the  sky-high  prices  of  petroleum   products  and  natural  gas.
Perversely, the fact that investors, consumers, and even oil company managements
all seem to believe  energy  prices will  eventually  fall has  constrained  the
industry's  capital  spending,  and that,  in turn,  is likely to retard a price
decline. Meanwhile, we trimmed several of these holdings at high prices, leaving
us the flexibility to buy on possible weakness, and also initiated several small
new positions in underperforming  companies.

     The  contribution  tables  on  pages  7 and 8  following  this  letter  are
recommended to shareholders wishing to understand the impact of our industry and
individual stock selections on both 6- and 12-month performance.  In addition to
our energy success we were pleased that  utilities  finally showed some signs of
life.  UNISOURCE  ENERGY,  which we began  buying  15 months  ago,  was our best
electric  holding.  TIMES MIRROR  convertible  bonds,  another good  performance
contributor in the first half, benefited from corporate merger activity and were
largely sold at fine prices.  Corporate actions designed to enhance  shareholder
value also helped our holdings of CABOT and JOHNS MANVILLE.

     Performance  was hurt by holdings in the  chemical  industry.  Owning GREAT
LAKES  CHEMICAL,  IMPERIAL  CHEMICAL  (ICI),  and OCTEL was like  wrestling with
crocodiles  -- much sweat,  no fun. Our  suspicion is that higher energy and raw
materials prices will eventually  boost chemical  company  profits,  and then we
should make good profits. Until then, we will hold on stubbornly.  Our newspaper
holdings also did poorly of late,  although they have been major contributors in
the past.

       ***************************************************************

              Sector Diversification pie chart based on net assets
              as of 6/30/00. Showing bonds 13%; common stocks 58%;
              convertibles 20%, preferred stocks 1% and reserves 8%.

       ***************************************************************

     The unusual  uniformity of results for most securities so far this year was
mirrored across Capital  Appreciation's asset mix. Our common stocks,  convertib
les, and even bonds all returned 4% to 5%. The fund's asset  allocation  shifted
again modestly toward a higher percentage of common stocks (58%). We continue to
find attractive  issues to purchase and are actively but slowly building between
five and 10 positions  on an almost daily basis.  Were we to suspect an imminent
price surge, we would become selectively more aggressive buyers. Our convertible
and fixed-income  positions  declined as several  long-term  holdings matured as
planned, and we found few attractive replacements.

<PAGE>

FUND MANAGEMENT
---------------
     Many  observers of the  investment  scene ascribe a character to individual
mutual  funds,  saying,  "Oh,  that's a good  fund," or  "That's a bad fund." We
disagree,   because  a  fund's  investment  approach,   portfolio  manager,  and
supporting  organization  --  particularly  research  and  trading  -- define an
otherwise  empty  shell.  The first and second of these  elements can be changed
fairly easily,  and when they are changed,  investors should not assume they are
buying an entity  with  continuity.  Since  the bulk of  short-term  performance
differentials among funds reflects different investment programs and the ebb and
flow of market enthusiasms, pressure from public opinion and business objectives
may cause some  managers to shift their  approach in an often  futile  effort to
join the season's most popular safari.

     Your fund's  investment  approach has been  constant.  As for the portfolio
manager,  our definitely  biased view is that he'll be going strong for at least
another decade -- having already been closely associated with the fund since its
1986 inception.

*****************************

Your fund's investment
approach has been constant.

*****************************

     This fund's third key ingredient -- quality  support from the T. Rowe Price
organization,  particularly  research and  tradingNis  also a constant.  We have
often credited our research  department in these letters.  (For example,  VASTAR
RESOURCES,  our  largest  purchase  in the past six  months,  was a  significant
success of our energy  analysts.)  But  trading,  which makes many more,  though
smaller,   individual   contributions  to  the  fund's  success,  also  deserves
discussion.  Its  number-one  priority is to achieve the best possible price for
our buy and sell  transactions.  The manager and traders  work  together to size
orders so they neither  influence  the market  excessively  nor unduly delay the
implementation of our portfolio objectives.  The traders' know-how enables us to
locate and critically  assess the cost of obtaining the liquidity  necessary for
major transactions.  In addition to this emphasis on "best execution" and lowest
all-in transaction costs,  trading adds further value in several ways: by acting
as a window on the flow of information that continually  influences  prices;  by
assessing   unexplained  surges  in  trading  that  often  accompany   important
information  not yet widely  known;  and by trading  with firms that provide the
fund,  and,  indirectly its  shareholders,  with ideas and insights.  There is a
Swahili  saying that "little  steps will get you where you want to go." We think
of  trading's  expertise as  providing  crucial  little steps that move the fund
toward its (and your) objective.


<PAGE>

BY THE WAY . . .
----------------
     We looked back over several years of sometimes contentious  observations in
these shareholder letters to see how they were holding up:

     *    Accounting  excesses continue unabated (Dec. 1997).  Pooling,  perhaps
          the most egregious misrepresentation,  has not ended despite concerted
          attack by the Financial  Accounting  Standards  Board.  Improvement is
          coming, but slowly.
     *    Short  maturity  interest  rates  are  equal or  higher  than  longNan
          aberration that often precedes a recession or slowdown (Dec. 1999). So
          far the recession hasn't happened, which is fine with us.
     *    Gooney bird Internet investors are being sucked into jet engines (June
          1999). Good riddance.
     *    Large  companies  that lose money  should have  declining  rather than
          rising stock prices (Dec. 1999), and now they do.

OUTLOOK
-------
     Like the  nineteenth  century  explorers  who searched and searched for the
source of the Nile,  we have found no  foolproof  clues to the  direction of the
financial  markets.  Nevertheless,  we continue to regard  interest  rates,  the
economy/corporate  earnings,  and  valuation as the most  important  indicators.
Currently, the Fed's perception of inflationary trends is the dominant clue, and
the Fed has pointed to labor  markets as the key to its  actions.  While  recent
signals  concerning  joblessness,  work-week length, and employment growth don't
show that trends are a problem, they do show that the level of labor utilization
is exceptionally high. If we are lucky and wage gains stop accelerating,  and if
the more cyclical elements of the economy like housing continue slowing, then we
may have seen the Fed's last interest rate hike. On the other hand,  the Fed may
be forced to play the 800-pound gorilla and raise rates beyond optimal levels to
restrain  inflation.  That would almost  certainly lead to a recession and would
not be good for  equity  prices.  A middle  ground  of  additional  modest  rate
increases is more probable,  resulting in a slowing but still expanding economy.
We have enjoyed  several such soft  landings  under  Greenspan and might as well
expect another.

*****************************

We have enjoyed
several soft landings
under greenspan . . .

*****************************

     Valuation,  the third key  element in the  outlook,  is  critical if things
don't go quite right.  Whether measured  against  earnings,  dividends,  or more
exotic  yardsticks such as gross national product or replacement  values,  stock
prices look very high compared with history.  (By the way, if you are interested
in a 350-page review of this and related  investment topics, I recommend VALUING
WALL  STREET,  a  new  book  by  Andrew  Smithers.  It's  a  bit  negative,  but
shareholders of this fund won't be overly disturbed.) These valuations translate
into heightened risk should investors start losing confidence in the future.


<PAGE>

     Speaking  of investor  confidence,  there is nothing  like the  promises of
presidential  election  campaigns to bring out the Tarzan in all of us. Tax cuts
are a particular  favorite in the investment jungle. The problem,  of course, is
that politicians  redistribute rather than create wealth.  After November 7, the
bills will come due for  somebody.  We're  also  mindful  that  years  following
presidential elections have tended to be poor for equities. Should you be overly
concerned  by this  rather  pessimistic  outlook?  Probably  not.  We  look  for
attractively  priced common stocks that we believe will hold up relatively  well
if  difficult  times  loom  ahead.  Furthermore,  our  holdings  of other,  more
defensive securities can help protect your wealth. It is generally more sensible
to retain  exposure to equities  than to hop in and out,  risking panic from too
much exposure and regret from too little.  The fund remains committed to being a
holding that investors can maintain through both good and bad times.

     As we venture on a "journey  without maps" into the investment  future,  we
are pleased to have you as fellow shareholders.

Respectfully submitted,

/s/

Richard P. Howard
President and Chairman of the Investment Advisory Committee
July 20, 2000
================================================================================
T. Rowe Price Capital Appreciation Fund
---------------------------------------
PORTFOLIO HIGHLIGHTS
--------------------
CONTRIBUTIONS TO THE CHANGE IN NET ASSET VALUE PER SHARE
--------------------------------------------------------
6 Months Ended 6/30/00

TEN BEST CONTRIBUTORS
---------------------
Mitchell Energy & Development         12 cents
Amerada Hess                           7
OverseasShipholding Group              7
Reebok                                 7
Rouse                                  5
Unisource Energy                       5
Cabot                                  5
White Mountains Insurance Group        4
Times Mirror                           3
Philip Morris                          2
Total                                 57 cents


<PAGE>

TEN WORST CONTRIBUTORS
----------------------
New York Times                        -6 cents
Washington Post                        5
Newmont Mining                         4
Octel                                  4
Imperial Chemical                      4
Petrie Stores Liquidation Trust        4
Weyerhaeuser                           3
PhyCor                                 3
Great Lakes Chemical                   3
Chris-Craft                            2
Total                                -38 cents

12 Months Ended 6/30/00

TEN BEST CONTRIBUTORS
---------------------
Mitchell Energy & Development         15 cents
Chris-Craft                           13
Overseas Shipholding                   9
Murphy Oil                             6
Times Mirror                           4
Amerada Hess                           4
Unisource Energy                       4
Cabot                                  4
Domtar *                               4
Motorola                               3
Total                                 66 cents

TEN WORST CONTRIBUTORS
----------------------
Loews                                -13 cents
Philip Morris                          7
Great Lakes Chemical                   7
Octel                                  7
FirstEnergy/Cleveland Electric         7
PhyCor                                 6
Niagara Mohawk                         6
J.C. Penney                            6
Union Pacific Capital Trust            5
Texaco                                 4
Total                                -68 cents

*  Position eliminated
================================================================================

<PAGE>
T. Rowe Price Capital Appreciation Fund
---------------------------------------
PORTFOLIO HIGHLIGHTS
--------------------
PERFORMANCE CONTRIBUTIONS
-------------------------
6 Months Ended 6/30/00
                                                   Cents-Per-Share   Percent of
Sector                                              Contribution     Net Assets
------                                              ------------     ----------
Basic Materials                                         -9 cents         8%
Business Services and Transportation                    11               7
Consumer Cyclicals                                       6               5
Consumer Nondurables                                     8               6
Consumer Services                                      -12              14
Energy                                                  25              13
Financial                                                3               9
Process Industries                                      -8               7
Utilities                                                9              18
U.S. Governments                                         -               4
Miscellaneous                                            1               1
Reserves and Income                                     21               8

Total Portfolio                                         55 cents       100%

================================================================================
T. Rowe Price Capital Appreciation Fund
---------------------------------------
PORTFOLIO HIGHLIGHTS
--------------------
TWENTY-FIVE LARGEST HOLDINGS
----------------------------
                                                                      Percent of
                                                                      Net Assets
                                                                         6/30/00
                                                                  --------------
Tennessee Valley                                                            7.7%
Loews                                                                       5.7
Amerada Hess                                                                4.8
Niagara Mohawk                                                              4.4
Rouse                                                                       3.8
Chris-Craft                                                                 3.0
Newmont Mining                                                              2.9
Hilton                                                                      2.7
Washington Post                                                             2.7
Texaco                                                                      2.7
Mitchell Energy & Development                                               2.6
Inco                                                                        2.3
Murphy Oil                                                                  2.1
Union Pacific Capital Trust                                                 2.0

<PAGE>

FirstEnergy/Cleveland Electric                                              2.0
Waste Management                                                            1.9
New York Times                                                              1.8
Unisource Energy                                                            1.6
Cabot                                                                       1.4
Johns Manville                                                              1.4
Teck                                                                        1.4
Philip Morris                                                               1.3
White Mountains Insurance Group                                             1.2
Great Lakes Chemical                                                        1.2
Roche Holdings                                                              1.2
                                                                  --------------
Total                                                                      65.8%

Note: Table excludes reserves.
================================================================================
T. Rowe Price Capital Appreciation Fund
---------------------------------------
PERFORMANCE COMPARISON
----------------------

     This chart shows the value of a hypothetical $10,000 investment in the fund
over the past 10 fiscal  year  periods or since  inception  (for  funds  lacking
10-year  records).  The result is compared with 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.
                                                         Lipper Mid-Cap Value
             S&P 500          Capital Appreciation          Funds Average
             -------          --------------------      ----------------------
 6/90        10,000                  10,000                     10,000
 6/91        10,739                  11,076                     10,431
 6/92        12,180                  12,207                     11,936
 6/93        13,840                  13,856                     14,423
 6/94        14,034                  14,843                     15,213
 6/95        17,694                  17,503                     17,893
 6/96        22,294                  20,308                     21,428
 6/97        30,030                  24,129                     26,533
 6/98        39,088                  27,283                     31,436
 6/99        47,983                  29,657                     32,168
 6/00        51,459                  30,475                     33,691

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
---------------------            ------      -------      -------      --------
Capital Appreciation Fund         2.76%        8.09%       11.73%        11.79%

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

<PAGE>

T. Rowe Price Capital Appreciation Fund
---------------------------------------
Unaudited                         For a share outstanding throughout each period

FINANCIAL HIGHLIGHTS
--------------------
                      6 Months      Year
                         Ended     Ended
                       6/30/00  12/31/99  12/31/98  12/31/97  12/31/96  12/31/95
                       -------  --------  --------  --------  --------  --------
NET ASSET VALUE
Beginning of period   $ 12.51   $ 13.22   $ 14.71   $ 14.47   $ 13.67   $ 12.10
--------------------------------------------------------------------------------
Investment activities
 Net investment
 income (loss)           0.22      0.51      0.49      0.50      0.60      0.43
 Net realized and
 unrealized gain (loss)  0.33      0.41      0.34      1.82      1.70      2.30
--------------------------------------------------------------------------------
 Total from
 investment activities   0.55      0.92      0.83      2.32      2.30      2.73
--------------------------------------------------------------------------------
Distributions
 Net investment income      -     (0.50)    (0.50)    (0.50)    (0.60)    (0.44)
 Net realized gain          -     (1.13)    (1.82)    (1.58)    (0.90)    (0.72)
--------------------------------------------------------------------------------
 Total distributions        -     (1.63)    (2.32)    (2.08)    (1.50)    (1.16)
--------------------------------------------------------------------------------
NET ASSET VALUE
End of period         $ 13.06   $ 12.51   $ 13.22   $ 14.71   $ 14.47   $ 13.67

RATIOS/SUPPLEMENTAL DATA
------------------------
Total return**            4.40%     7.07%     5.77%    16.20%    16.82%   22.57%
--------------------------------------------------------------------------------
Ratio of total expenses
to average net assets    0.89%+    0.88%     0.62%     0.64%     0.76%     0.97%
--------------------------------------------------------------------------------
Ratio of net investment
income (loss) to
average net assets       3.27%+    3.44%     3.04%     3.17%     4.07%     3.28%
--------------------------------------------------------------------------------
Portfolio
turnover rate           21.3%+    28.3%     52.6%     48.3%     44.2%     47.0%
--------------------------------------------------------------------------------
Net assets, end of
period (in millions) $ 778     $ 856   $ 1,004   $ 1,060     $ 960     $ 864
--------------------------------------------------------------------------------

**   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.
================================================================================

<PAGE>

T. Rowe Price Capital Appreciation Fund
---------------------------------------
Unaudited                                                          June 30, 2000

STATEMENT OF NET ASSETS
-----------------------
In thousands
                                                      Shares/Par           Value
                                                      ----------      ----------
COMMON STOCKS  58.1%
--------------------
FINANCIAL  7.1%
Bank and Trust  0.2%
Bank fuer International Zahlung (CHF)                        340      $  1,688
--------------------------------------------------------------------------------
                                                                         1,688
                                                                      ----------
INSURANCE  4.8%
Loews                                                    547,000        32,820
--------------------------------------------------------------------------------
Unitrin                                                   94,000         2,764
--------------------------------------------------------------------------------
W. R. Berkley                                             65,000         1,217
--------------------------------------------------------------------------------
                                                                        36,801
                                                                      ----------
FINANCIAL SERVICES  2.1%
Leucadia National                                        300,000         6,844
--------------------------------------------------------------------------------
White Mountains Insurance Group                           59,700         9,552
--------------------------------------------------------------------------------
                                                                        16,396
                                                                      ----------
Total Financial                                                         54,885
                                                                      ----------
UTILITIES  8.0%
---------------
ELECTRIC UTILITIES  8.0%
FirstEnergy                                              595,000        13,908
--------------------------------------------------------------------------------
Kansas City Power & Light                                135,000         3,037
--------------------------------------------------------------------------------
Niagara Mohawk *                                       2,390,000        33,311
--------------------------------------------------------------------------------
Unisource Energy                                         805,000        12,075
--------------------------------------------------------------------------------
Total Utilities                                                         62,331
                                                                      ----------

<PAGE>

CONSUMER NONDURABLES  3.8%
--------------------------
FOOD PROCESSING  0.5%
McCormick                                                121,000         3,932
--------------------------------------------------------------------------------
                                                                         3,932
                                                                      ----------
HOSPITAL SUPPLIES/HOSPITAL MANAGEMENT  0.9%
Smith & Nephew (GBP)                                   2,000,000         7,181
--------------------------------------------------------------------------------
                                                                         7,181
                                                                      ----------
HEALTH CARE SERVICES  0.3%
Aetna                                                     35,000         2,247
--------------------------------------------------------------------------------
                                                                         2,247
                                                                      ----------
MISCELLANEOUS CONSUMER PRODUCTS  2.1%
Philip Morris                                            370,000      $  9,828
--------------------------------------------------------------------------------
Reebok *                                                 420,000         6,694
--------------------------------------------------------------------------------
                                                                        16,522
                                                                      ----------
Total Consumer Nondurables                                              29,882
                                                                      ----------
CONSUMER SERVICES  11.3%
------------------------
GENERAL MERCHANDISERS  0.3%
Hills Store                                              175,000             0
--------------------------------------------------------------------------------
J.C. Penney                                              130,000         2,397
--------------------------------------------------------------------------------
                                                                         2,397
                                                                      ----------
SPECIALTY MERCHANDISERS  1.3%
Petrie Stores Liquidation Trust                        2,585,000         3,150
--------------------------------------------------------------------------------
Toys "R" Us                                              465,000         6,772
--------------------------------------------------------------------------------
                                                                         9,922
                                                                      ----------
ENTERTAINMENT AND LEISURE  1.1%
Mandalay Resort Group *                                  440,000         8,800
--------------------------------------------------------------------------------
                                                                         8,800
                                                                      ----------

<PAGE>

MEDIA AND COMMUNICATIONS  8.6%
Chris-Craft                                              356,000        23,518
--------------------------------------------------------------------------------
Meredith                                                 245,000         8,269
--------------------------------------------------------------------------------
New York Times (Class A)                                 350,000        13,825
--------------------------------------------------------------------------------
Washington Post (Class B)                                 43,500        20,793
--------------------------------------------------------------------------------
                                                                        66,405
                                                                      ----------
Total Consumer Services                                                 87,524
                                                                      ----------
CONSUMER CYCLICALS  1.8%
------------------------
BUILDING AND REAL ESTATE  1.4%
Rouse                                                    430,000        10,643
--------------------------------------------------------------------------------
                                                                        10,643
                                                                      ----------
MISCELLANEOUS CONSUMER DURABLES  0.4%
Polaroid                                                 195,000         3,522
--------------------------------------------------------------------------------
                                                                         3,522
                                                                      ----------
Total Consumer Cyclicals                                                14,165
                                                                      ----------
BUSINESS SERVICES AND TRANSPORTATION  2.5%
------------------------------------------
TRANSPORTATION SERVICES  1.5%
Overseas Shipholding Group                               357,000      $  8,791
--------------------------------------------------------------------------------
Ryder System                                             170,000         3,220
--------------------------------------------------------------------------------
                                                                        12,011
                                                                      ----------
Railroads  1.0%
Canadian Pacific                                         290,000         7,594
--------------------------------------------------------------------------------
                                                                         7,594
                                                                      ----------
Total Business Services and Transportation                              19,605
                                                                      ----------
ENERGY  12.8%
-------------
EXPLORATION AND PRODUCTION  3.1%
Mitchell Energy & Development (Class A)                  620,000        19,918
--------------------------------------------------------------------------------
Vastar Resources                                          51,000         4,188
--------------------------------------------------------------------------------
                                                                        24,106
                                                                      ----------

<PAGE>

GAS & GAS TRANSMISSION  0.3%
Questar                                                  145,000         2,809
--------------------------------------------------------------------------------
                                                                         2,809
                                                                      ----------
INTEGRATED PETROLEUM - DOMESTIC  7.1%
Amerada Hess                                             600,000        37,050
--------------------------------------------------------------------------------
Murphy Oil                                               273,000        16,227
--------------------------------------------------------------------------------
USX-Marathon                                              70,000         1,754
--------------------------------------------------------------------------------
                                                                        55,031
                                                                      ----------
INTEGRATED PETROLEUM - INTERNATIONAL  2.3%
Texaco                                                   335,000        17,839
--------------------------------------------------------------------------------
                                                                        17,839
                                                                      ----------
Total Energy                                                            99,785
                                                                      ----------
PROCESS INDUSTRIES  6.3%
------------------------
DIVERSIFIED CHEMICALS  1.4%
Cabot                                                    410,000        11,172
--------------------------------------------------------------------------------
                                                                        11,172
                                                                      ----------
SPECIALTY CHEMICALS  3.0%
Great Lakes Chemical                                     300,000         9,450
--------------------------------------------------------------------------------
Imperial Chemical ADR                                    215,000      $  6,625
--------------------------------------------------------------------------------
Octel + *                                                935,000         7,304
--------------------------------------------------------------------------------
                                                                        23,379
                                                                      ----------
FOREST PRODUCTS  0.5%
Weyerhaeuser                                              85,000         3,655
--------------------------------------------------------------------------------
                                                                         3,655
                                                                      ----------
BUILDING AND CONSTRUCTION  1.4%
Johns Manville                                           825,000        10,880
--------------------------------------------------------------------------------
                                                                        10,880
                                                                      ----------
Total Process Industries                                                49,086
                                                                      ----------

<PAGE>

BASIC MATERIALS  3.4%
---------------------
MINING  0.5%
Homestake Mining                                         560,000         3,850
--------------------------------------------------------------------------------
Lonrho Africa (GBP) *                                    575,000           148
--------------------------------------------------------------------------------
                                                                         3,998
                                                                      ----------
METALS  2.9%
Newmont Mining                                         1,035,000        22,382
--------------------------------------------------------------------------------
                                                                        22,382
                                                                      ----------
Total Basic Materials                                                   26,380
                                                                      ----------
Total Miscellaneous Common Stocks  1.1%                                  8,480
                                                                      ----------
Total Common Stocks (Cost  $389,672)                                   452,123
                                                                      ----------
PREFERRED STOCKS  0.5%
----------------------
Cleveland Electric (Series L)                             18,000         1,764
--------------------------------------------------------------------------------
Entergy-GSU (Series B)                                    24,000         1,146
--------------------------------------------------------------------------------
Niagara Mohawk (Series A)                                 14,000           343
--------------------------------------------------------------------------------
Niagara Mohawk (Series B)                                  9,000           225
--------------------------------------------------------------------------------
Niagara Mohawk (Series C)                                  5,000           122
--------------------------------------------------------------------------------
Total Preferred Stocks (Cost  $2,874)                                    3,600
                                                                      ----------
CONVERTIBLE PREFERRED STOCKS  5.5%
----------------------------------
Hercules Trust II *                                        3,300         1,792
--------------------------------------------------------------------------------
Owens Illinois                                           105,000         2,362
--------------------------------------------------------------------------------
Rouse (Series B)                                         540,000        19,305
--------------------------------------------------------------------------------
Sinclair Broadcast Group, 6.00%                           20,000           630
--------------------------------------------------------------------------------
Union Pacific Capital Trust, 6.25%                       380,000     $  15,897
--------------------------------------------------------------------------------
USX Capital Trust I                                      100,000         3,350
--------------------------------------------------------------------------------
Total Convertible Preferred Stocks (Cost  $52,739)                      43,336
                                                                      ----------

<PAGE>

CONVERTIBLE BONDS  15.1%
------------------------
Baker Hughes, Sr. Notes, Zero Coupon, 5/5/08        $  2,600,000      $  2,015
--------------------------------------------------------------------------------
Battle Mountain Gold, 6.00%, 1/4/05                    1,000,000           825
--------------------------------------------------------------------------------
Exide, (144a), 2.90%, 12/15/05                         2,100,000           954
--------------------------------------------------------------------------------
Healthsouth, 3.25%, 4/1/03                            10,000,000         8,013
--------------------------------------------------------------------------------
Hilton Hotels, 5.00%, 5/15/06                         26,000,000        20,800
--------------------------------------------------------------------------------
Inco, Deb. Notes, 5.75%, 7/1/04                       20,000,000        17,950
--------------------------------------------------------------------------------
Lennar, Zero Coupon, 7/29/18                           8,500,000         3,556
--------------------------------------------------------------------------------
Loews, 3.125%, 9/15/07                                13,500,000        11,343
--------------------------------------------------------------------------------
McKesson, Sub. Deb. Notes, 4.50%, 3/1/04               3,000,000         2,524
--------------------------------------------------------------------------------
Ogden, Sub. Deb. Notes, 5.75%, 10/20/02                  500,000           432
--------------------------------------------------------------------------------
Pep Boys, Sub. Notes, Zero Coupon, 9/20/11             8,300,000         4,648
--------------------------------------------------------------------------------
Phycor, 4.50%, 2/15/03                                 5,900,000         1,003
--------------------------------------------------------------------------------
Potomac Electric Power, Deb. Notes, 5.00%, 9/1/02      5,000,000         4,763
--------------------------------------------------------------------------------
Roche Holdings, LYONs, (144a), Zero Coupon, 5/6/12    19,000,000         9,120
--------------------------------------------------------------------------------
Teck, 3.75%, 7/15/06                                  14,000,000        10,640
--------------------------------------------------------------------------------
Texaco Capital, 3.50%, 8/5/04                          3,000,000         2,865
--------------------------------------------------------------------------------
Times Mirror, Zero Coupon, 4/15/17                     1,553,000           850
--------------------------------------------------------------------------------
Waste Management, 4.00%, 2/1/02                       16,000,000        14,814
--------------------------------------------------------------------------------
Miscellaneous Convertible Bonds                                            894
--------------------------------------------------------------------------------
Total Convertible Bonds (Cost  $129,921)                               118,009
                                                                      ----------
CORPORATE BONDS  1.0%
---------------------
Bellsouth Telecommunications, Deb. Notes
       5.85%, 11/15/45                                 7,000,000         6,958
--------------------------------------------------------------------------------
Total Corporate Bonds (Cost  $6,996)                                     6,958
                                                                      ----------

<PAGE>

MUNICIPAL BONDS  0.7%
---------------------
California State, 5.25%, 10/1/11                       5,450,000         5,651
--------------------------------------------------------------------------------
Total Municipal Bonds (Cost  $6,021)                                     5,651
                                                                      ----------
U.S. GOVERNMENT OBLIGATIONS/AGENCIES  11.3%
-------------------------------------------
Federal National Mortgage Assn.
       MTN, 5.37%, 2/7/01                           $  5,000,000      $  4,955
--------------------------------------------------------------------------------
       6.375%, 1/16/02                                 5,000,000         4,957
--------------------------------------------------------------------------------
Tennessee Valley Authority
       5.88%, 4/1/36                                  33,600,000        31,949
--------------------------------------------------------------------------------
       5.98%, 4/1/36                                  10,000,000         9,792
--------------------------------------------------------------------------------
       6.235%, 7/15/45                                18,400,000        18,298
--------------------------------------------------------------------------------
U.S. Treasury Notes
       5.875%, 9/30/02                                 7,900,000         7,815
--------------------------------------------------------------------------------
       6.125%, 7/31/00                                 2,000,000         2,000
--------------------------------------------------------------------------------
       6.25%, 4/30 - 10/31/01                          8,000,000         7,981
--------------------------------------------------------------------------------
Total U.S. Government Obligations/Agencies (Cost  $90,881)              87,747
                                                                      ----------
OPTIONS PURCHASED  0.0%
-----------------------
Tribune, Put, 11/18/00 @ $40.00                               50            32
--------------------------------------------------------------------------------
Total Options Purchased (Cost  $30)                                         32
                                                                      ----------
SHORT-TERM INVESTMENTS  7.0%
----------------------------
MONEY MARKET FUNDS  7.0%
Reserve Investment Fund, 6.68% #                      54,236,905        54,237
--------------------------------------------------------------------------------
Total Short-Term Investments (Cost  $54,237)                            54,237
                                                                      ----------
TOTAL INVESTMENTS IN SECURITIES
99.2% of Net Assets (Cost $733,371)                                 $  771,693
                                                                      ----------
Other Assets Less Liabilities                                            6,248
                                                                      ----------
NET ASSETS                                                          $  777,941
                                                                      ----------

<PAGE>

NET ASSETS CONSIST OF:
Accumulated net investment income - net of distributions             $  13,319
Accumulated net realized gain/loss - net of distributions               36,380
Net unrealized gain (loss)                                              38,322
Paid-in-capital applicable to 59,566,293 shares of no par
value capital stock outstanding; unlimited shares authorized           689,920
                                                                      ----------
 NET ASSETS                                                         $  777,941
                                                                      ----------
 NET ASSET VALUE PER SHARE                                            $  13.06
                                                                      ----------
    #  Seven-day yield
    +  Affiliated company
    *  Non-income producing
LYONs  Liquid Yield Option Notes
  MTN  Medium term note
  CHF  Swiss franc
  GBP  British sterling
  ADR  American Depository Receipt
 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.
================================================================================
T. Rowe Price Capital Appreciation Fund
---------------------------------------
Unaudited

STATEMENT OF OPERATIONS
-----------------------
In thousands
                                                                        6 Months
                                                                           Ended
                                                                         6/30/00
                                                                      ----------
INVESTMENT INCOME (LOSS)
Income
  Interest                                                            $  9,692
  Dividend                                                               6,514
                                                                      ----------
  Total income                                                          16,206
                                                                      ----------
Expenses
  Investment management                                                  2,408
  Shareholder servicing                                                    900
  Custody and accounting                                                    66
  Prospectus and shareholder reports                                        44

<PAGE>

  Registration                                                              19
  Legal and audit                                                            8
  Trustees                                                                   4
  Miscellaneous                                                              4
                                                                      ----------
  Total expenses                                                         3,453
  Expenses paid indirectly                                                  (5)
                                                                      ----------
  Net expenses                                                           3,448
                                                                      ----------
Net investment income (loss)                                            12,758
                                                                      ----------
REALIZED AND UNREALIZED GAIN (LOSS)
Net realized gain (loss)
  Securities                                                            14,783
  Written options                                                         (672)
  Foreign currency transactions                                            (13)
                                                                      ----------
  Net realized gain (loss)                                              14,098
                                                                      ----------
Change in net unrealized gain or loss
  Securities                                                             3,717
  Written options                                                           27
  Change in net unrealized gain or loss                                  3,744
                                                                      ----------
Net realized and unrealized gain (loss)                                 17,842
                                                                      ----------
INCREASE (DECREASE) IN NET
ASSETS FROM OPERATIONS                                               $  30,600
                                                                      ----------

The accompanying notes are an integral part of these financial statements.
================================================================================
T. Rowe Price Capital Appreciation Fund
---------------------------------------
Unaudited

STATEMENT OF CHANGES IN NET ASSETS
----------------------------------
In thousands
                                                          6 Months          Year
                                                             Ended         Ended
                                                           6/30/00      12/31/99
                                                        ----------    ----------
INCREASE (DECREASE) IN NET ASSETS
Operations
  Net investment income (loss)                         $  12,758     $  32,182
  Net realized gain (loss)                                14,098        78,649
  Change in net unrealized gain or loss                    3,744       (47,189)
                                                       ----------    ----------
  Increase (decrease) in net assets from operations       30,600        63,642
                                                       ----------    ----------

<PAGE>

Distributions to shareholders
  Net investment income                                        -       (31,320)
  Net realized gain                                            -       (70,780)
                                                       ----------    ----------
  Decrease in net assets from distributions                    -      (102,100)
                                                       ----------    ----------
Capital share transactions *
  Shares sold                                             58,309       143,841
  Distributions reinvested                                     -        99,709
  Shares redeemed                                       (166,734)     (353,024)
                                                       ----------    ----------
  Increase (decrease) in net assets from capital
  share transactions                                    (108,425)     (109,474)
                                                       ----------    ----------
NET ASSETS
Increase (decrease) during period                        (77,825)     (147,932)
Beginning of period                                      855,766     1,003,698
                                                       ----------    ----------
End of period                                         $  777,941    $  855,766
                                                       ----------    ----------
*Share information
   Shares sold                                             4,651        10,394
   Distributions reinvested                                    -         8,041
   Shares redeemed                                       (13,466)      (25,956)
                                                       ----------    ----------
   Increase (decrease) in shares outstanding              (8,815)       (7,521)

The accompanying notes are an integral part of these financial statements.
================================================================================
T. Rowe Price Capital Appreciation Fund
---------------------------------------
Unaudited                                                          June 30, 2000
NOTES TO FINANCIAL STATEMENTS
-----------------------------

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  and  commenced  operations  on June 30,  1986.  The fund seeks  maximum
long-term  capital  appreciation by investing  primarily in the common stocks of
established  U.S.  companies  that are  believed  to have  above-average  growth
potential,  and in fixed income and other securities to help preserve  principal
value in uncertain or declining markets.

     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.


<PAGE>

     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
Trustees, 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,  purchased  options  are  valued at the mean of the  latest bid and asked
prices.

     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.

     AFFILIATED  COMPANIES As defined by the Investment  Company Act of 1940, an
affiliated  company is one in which the fund owns at least 5% of the outstanding
voting securities.

     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.

     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.


<PAGE>

NOTE 2 - INVESTMENT TRANSACTIONS

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

     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.  Options are  reflected in the  accompanying  Statement of Net Assets at
market value.  Transactions  in options  written and related  premiums  received
during the period ended June 30, 2000, were as follows:

    ************************************************************************
                                               Number of
                                               Contracts          Premiums
                                               ----------         ----------
     Outstanding at beginning of period           260            $  175,000
     Expired                                     (259)             (174,000)
     Closed                                        (1)                   (1)

     Outstanding at end of period                   -            $        -
    ************************************************************************

     OTHER  Purchases and sales of portfolio  securities,  other than short-term
and  U.S.  government  securities,   aggregated  $78,184,000  and  $179,528,000,
respectively,  for the six months  ended June 30, 2000.  Purchases  and sales of
U.S. government securities aggregated $1,496,000 and $25,000,000,  respectively,
for the six months ended June 30, 2000.

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  $733,371,000.
Net unrealized gain aggregated $38,322,000 at period-end,  of which $103,652,000
related to appreciated investments and $65,330,000 to depreciated investments.


<PAGE>

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  $400,000 was payable at June 30, 2000.  The fee is computed  daily and
paid monthly,  and consists of an individual  fund fee equal to 0.30% 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 0.295%  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  $798,000 for the six months
ended June 30, 2000, of which $156,000 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
$1,051,000 and are reflected as interest income in the accompanying Statement of
Operations.
================================================================================
T. Rowe Price Shareholder Services
----------------------------------
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.


<PAGE>

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*AccessRegistration Mark 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.
================================================================================
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

<PAGE>

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


<PAGE>

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


<PAGE>

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.
================================================================================
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.


<PAGE>

ADVISORY SERVICES
-----------------

     T. ROWE PRICE  RETIREMENT  INCOME  MANAGERsm 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
   AnalyzerTM 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 AnalyzerTM
   CD-ROM or diskette, free. To order,
   please call 1-800-469-5304.


<PAGE>

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.
================================================================================
T. Rowe Price Insights Reports
------------------------------
THE FUNDAMENTALS OF INVESTING
-----------------------------

     Whether  you are  unsure  how to get  started  or are saving for a specific
goal, such as retirement or college,  the T. Rowe Price Insights series can help
you make informed investment decisions.  These reports, written in plain English
about  fundamental  investment  topics,  can be  useful  at every  stage of your
investment  journey.  They  cover a range of  topics,  from the  basic,  such as
getting started with mutual funds,  to the more advanced,  such as managing risk
through  diversification  or buying individual  securities  through a broker. To
request one or more Insights, call us at 1-800-638-5660.

INSIGHTS REPORTS
----------------
GENERAL INFORMATION
 The ABCs of Giving
  Back to Basics: The ABCs of Investing
  The Challenge of Preparing for Retirement
  Financial Planning After Retirement
  Getting Started: Investing With Mutual Funds
  The Roth IRA: A Review
  Tax Information for Mutual Fund Investors

INVESTMENT STRATEGIES
  Conservative Stock Investing
  Dollar Cost Averaging
  Equity Index Investing
  Growth Stock Investing
  Investing for Higher Yield
  Managing Risk Through Diversification
  The Power of Compounding
  Value Investing


<PAGE>

TYPES OF SECURITIES
  The Basics of International Stock Investing
  The Basics of Tax-Free Investing
  The Fundamentals of Fixed-Income Investing
  Global Bond Investing
  Investing in Common Stocks
  Investing in Emerging Growth Stocks
  Investing in Financial Services Stocks
  Investing in Health Care Stocks
  Investing in High-Yield Municipal Bonds
  Investing in Money Market Securities
  Investing in Mortgage-Backed Securities
  Investing in Natural Resource Stocks
  Investing in Science and Technology Stocks
  Investing in Small-Company Stocks
  Understanding Derivatives
  Understanding High-Yield "Junk" Bonds

BROKERAGE INSIGHTS
  Combining Individual Securities With Mutual Funds
  Getting Started: An Introduction to Individual Securities
  What You Should Know About Bonds
  What You Should Know About Margin and Short-Selling
  What You Should Know About Options
  What You Should Know About Stocks

     T. Rowe Price Insights are also available for reading or downloading on the
Internet at www.troweprice.com.
================================================================================
T. Rowe Price Brokerage
-----------------------
BROKERAGE SERVICES
------------------

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

     T. Rowe Price Brokerage provides  high-quality services and financial tools
you can use to manage your  investments  effectively and  conveniently.  We also
offer  significant  commission  savings over  full-service  brokerages on a wide
range of individual securities and other investments.*

     Internet and Automated  Services You can enter trades,  access quotes,  and
review  account  information  24 hours a day, seven days a week, by telephone or
computer.  We offer a  flat-rate  commission  of $24.95 on stock  trades  placed
through  our  Internet-Trader  service.**


<PAGE>

     Research Services To help you make informed investment decisions,  we offer
access to several sources of data. You can research your  investments  using our
Online Research & News Service,  provided by Thomson  Investors  Network,  which
includes  company  profiles,  intraday and 12-month  interactive  charting,  and
analysts'  ratings and earnings  estimates.  Using our Research On Call service,
you can request  reports from  Standard & Poor's,  Vicker's,  Lipper,  and other
well-known research providers to be delivered by fax or by mail.

     Dividend  Reinvestment  Service This service  helps keep more of your money
working  for  you.  Cash  dividends  (of  $10 or  greater)  from  your  eligible
securities  will be  invested  automatically  in  additional  shares of the same
company,  free of charge. Most stocks listed on national securities exchanges or
Nasdaq are eligible for this service.

     *    Based on a July 2000 survey for representative-assisted  stock trades.
          Services vary by firm, and  commissions  may vary depending on size of
          order.
     **   $24.95 per trade for up to 1,000 shares plus an additional $.02 for
          each  share  over  1,000  shares.  Visit  our Web site for a  complete
          commission schedule or call for rates on  representative-assisted  and
          other non-Internet trades.

================================================================================

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.


<PAGE>

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

T. Rowe Price Investment Services, Inc., Distributor.           F72-051  6/30/00


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