PRICE T ROWE CALIFORNIA TAX FREE INCOME TRUST
N-30D, 1999-04-14
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                                  T. Rowe Price
- --------------------------------------------------------------------------------
                                  Annual Report
                            California Tax-Free Funds
- --------------------------------------------------------------------------------
                                February 28, 1999
- --------------------------------------------------------------------------------
REPORT HIGHLIGHTS
================================================================================
*    Municipal bonds fared well amid the sometimes  turbulent  financial  market
     conditions of the past year.
*    Yields on tax-free  bonds  approached  parity with yields on taxable  bonds
     before easing in recent months.
*    Both funds' 6- and 12-month returns  exceeded their respective  Lipper peer
     group averages,  aided by portfolio  management decisions and below-average
     expenses.
*    California's economy remained strong,  fueled by rapid growth in employment
     and personal income.
*    We expect  continued low inflation and slowing  economic  growth to benefit
     municipal bonds,  which still carry  attractive  yields relative to taxable
     bonds.

================================================================================
FELLOW SHAREHOLDERS
- --------------------------------------------------------------------------------

     Municipal  bonds  and  your  funds  provided  good  returns  for the 6- and
12-month periods ended February 28, 1999. The tax-exempt  market avoided much of
the tur moil in other fixed income markets.  Treasury yields plunged from August
to October in a massive  flight to quality and then  bounced  back as the global
financial  crisis eased and the U.S.  economy remained  remarkably  strong.  The
funds  outperformed  their  benchmarks  for both  periods,  a reflection  of our
management decisions and below-average expenses.

================================================================================
MARKET ENVIRONMENT
- --------------------------------------------------------------------------------

     Major  economic  developments  here and  overseas  during the  fiscal  year
affected the fixed income  markets.  In the first half,  investors  expected the
global turmoil to hurt the U.S.  economy and began pushing interest rates lower.
Russia's  debt  default in August  created  havoc in many  markets  and caused a
global  liquidity  crisis  that  contributed  to the flight to U.S.  Treasuries.
Yields on 30-year Treasuries fell to a record low of 4.72% in October from 5.92%
last  February.  Municipal  yields also fell,  but the decline was more muted as
long-term  rates  dropped to 4.64% in October  from  5.08% last  February.  As a
result,  municipal  yields  approached  parity  with  Treasury  yields in longer
maturities,  an  unusual  event in a year when  major tax  reform  was not under
discussion.  In response to the credit crunch,  the Federal Reserve cut interest
rates three times last fall to cushion the domestic economy from weakness abroad
and restore investor confidence.

     [Line graph showing  California Bond Index and California  Money Index from
2/98 through 2/99; Source: T. Rowe Price Associates]
<PAGE>

     Yields reversed in December following signs of stronger-than-expected  U.S.
growth and a sense that the liquidity  crunch had abated.  Early this year, news
of robust fourth  quarter GDP growth (6.1%) helped fuel the rise in rates.  As a
result,  30-year Treasury yields ended the period nearly a full percentage point
above their October lows.  Municipal yields also rose but, again, not as much as
Treasury yields. Interest rates on most municipal securities ended the 12 months
virtually  unchanged  except among short-term  issues,  as shown in the chart on
page 1.

     The  yield  curve  steepened  as  short-term  and money  market  securities
followed the Fed's lead lower while heavy supply helped exert upward pressure on
long-term  rates.  For the calendar year, new bond issuance reached $284 billion
nationwide, up 29% from 1997, a level only surpassed in 1993.

     California's  economy continued to expand at a healthy pace last year, with
employment  growth  of 3.2% and  personal  income  growth of 6.4%.  The  state's
unemployment rate in December was 5.9%, compared with 6.3% in December 1997. The
state's forecast is for slower growth this year, but employment  growth is still
expected to average  2.1% in 1999 (versus an  estimated  1.4% U.S.  average) and
2.4% in 2000. Personal income growth is projected at 5.1% in 1999 (compared with
4.7% for the  nation)  and 5.5% in 2000.  The  state's  high-tech  manufacturing
sector has been affected by the Asian crisis,  but growth in demand for software
and services has been an offsetting factor.

==================================================
Risk-Adjusted Performance
- --------------------------------------------------

     The  California  Tax-Free Bond Fund is highly
rated  by   Morningstar   for  its   risk-adjusted
performance,   which   takes  into   account   the
volatility  experienced  in  earning a  particular
return.   (Money  funds  are  not  rated.)  As  of
February 28,  1999,  the fund was rated four stars
overall. The top 10% of the funds in each category
receive  five stars,  the next 22.5%  receive four
stars,  and the next 35% receive three stars.  The
fund  was  rated  among  1,576,   1,109,  and  369
municipal  bond funds for the 3-, 5-, and  10-year
periods ended February 28, 1999, respectively.* Of
course, past performance does not guarantee future
results.

     *  Morningstar  proprietary  ratings  reflect
historical risk-adjusted performance as of 2/28/99
and may change  monthly.  Ratings  are  calculated
from the fund's 3-, 5-, and 10-year average annual
returns in excess of 90-day  Treasury bill returns
with appropriate fee adjustments and a risk factor
that  reflects  fund   performance   below  90-day
Treasury bill  returns.  The  California  Tax-Free
Bond Fund was rated 4 stars for the 3-year period,
4 stars for the 5-year period, and 3 stars for the
10-year period.

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

     Continued  economic  improvement  boosted  California's  fiscal  condition,
leading Moody's Investors Services,  Inc., to upgrade its rating on California's
general  obligation debt to Aa3 from A1 in October.  Standard & Poor's maintains
an A+ rating with a positive  outlook,  and Fitch  upgraded the state's  general
obligation  bond rating  from A+ to AA- in late 1997.  For the fiscal year ended
June 30, 1998,  California's general fund balance increased to $2.8 billion from
$0.7  billion  a  year  earlier.   Another  noteworthy  event,  indicating  that
California  residents  are  confident  about the future,  was voter  approval in
November of Proposition  1A, which permits the issuance of a record $9.2 billion
of bonds for public school  construction and renovation and for higher education
facilities.

================================================================================
CALIFORNIA TAX-FREE MONEY FUND
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    Performance Comparison
    ----------------------
    Periods Ended 2/28/99            6 Months     12 Months
    ---------------------            --------     ---------
    California Tax-Free
    Money Fund                         1.20%        2.65%

    Lipper California Tax-Exempt
    Money Market Funds Average         1.19         2.62

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

     Your fund delivered  returns of 1.20% and 2.65%,  respectively,  for the 6-
and 12-month periods ended February 28, as shown in the table. Both results were
slightly higher than those of our peer group average.

     Over  the  past  12  months,   our   strategy   has  been  to   maintain  a
longer-than-average maturity during a time of generally declining yields. At the
end of the period,  the fund had a weighted average maturity of 51 days compared
with our peer group average of 40 days.  Fund results were aided by our maturity
posture  and by our  below-average  expense  ratio of 0.55%,  about  eight basis
points lower than the average of 55 California tax-exempt money funds tracked by
Lipper, Inc.

     In addition to the Fed's rate cuts,  supply and demand  conditions played a
key role in pushing  money  market rates lower in recent  months.  On the supply
front, the improved financial condition of many  municipalities,  along with low
long-term  rates,  has  drastically  reduced the short-term  borrowing  needs of
issuers.  For example,  last year the volume of municipal  note  issuance in the
U.S.  was the lowest  since 1989,  and  borrowings  by the State of  California,
typically a mainstay of the municipal note market, were just over half of 1997's
total. Demand has been solid,  although municipals did not receive anything like
the flood of money that sought  refuge in the taxable  money  market last summer
and fall.  This  combination of reduced supply and steady demand has kept yields
on tax-free money market securities low relative to those on taxable issues.

     We expect to continue our more  aggressive  strategy in the coming  months,
based on the imbalance between supply and demand coupled with our expectation of
a stable monetary policy.
<PAGE>

================================================================================
CALIFORNIA TAX-FREE BOND FUND
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    Performance Comparison
    ----------------------
    Periods Ended 2/28/99            6 Months     12 Months
    ---------------------            --------     ---------
    California Tax-Free Bond Fund      2.38%        5.95%

    Lipper California Municipal
    Debt Funds Average                 2.09         5.43

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

     Your fund delivered solid returns of 2.38% and 5.95%, respectively, for the
6- and 12-month  periods ended  February 28. Both results  exceeded those of our
peer group average.  The fund's  six-month  returns came exclusively from coupon
income,  as the share  price fell  slightly  to $10.96 from $10.98 on August 31.
(For  information,  see the Key  Statistics  table on page 7.) For the  12-month
period,  the fund  benefited  from a modest  rise in share  price from $10.88 to
$10.96. Income for the past year was 52 cents per share,  accounting for most of
your return. Fund results were aided by our  longer-than-average  duration,  the
fund's generally high credit quality,  our focus on maintaining  income, and our
below-average  expenses.  The  fund's  expense  ratio of 0.58% is  nearly a half
percentage  point  below the  average of 102  California  tax-exempt  bond funds
tracked by Lipper, Inc.

     We kept duration  slightly long due to several factors:  the absence of any
inflationary pressures, the global demand for U.S. Treasury bonds as a result of
the global financial crisis,  and the exceptional value offered in the municipal
market due to imbalances in supply and demand.  (Duration is a measure of a bond
fund's  sensitivity to interest  rates.  For example,  a fund with a duration of
seven   years   would  fall  or  rise  about  7%  in  price  in  response  to  a
one-percentage-point  rise or fall in  interest  rates.)  This  strategy  proved
rewarding  especially  during late summer and early fall. Our longer-term  bonds
provided  higher income and greater  price  appreciation  as long-term  interest
rates  declined to 30-year lows.  Municipal  yields have moved in a narrow range
since then,  though they trended higher in February.  In the past two months, we
have moved duration lower for several reasons: concerns about continued economic
strength,  a shift in the  Federal  Reserve's  posture  away from a bias  toward
easing, and the historical evidence that the first quarter is often not a strong
one for the  municipal  market.  If  municipal  yields  move  higher  from here,
however,  we  would  likely  extend  duration  again,  because  we  believe  the
low-inflation trend will remain intact.

     The  fund's  average  credit  quality  remained  high  at  AA-,  largely  a
reflection  of the high number of  California  bond issues  carrying  insurance.
While  a year  ago we  regretted  not  having  more  exposure  to  lower-quality
(higher-yielding)  bonds,  our high credit  quality  benefited the fund over the
past year as  lower-quality  issues  underperformed.  At this  point we see some
opportunities to buy lower-quality  bonds with attractive yields, and will do so
if they meet our  credit  standards.  Our  sector  diversification  has  changed
somewhat since our last report.  We added to local general  obligation bonds and
to  transportation  bonds,  in  recognition  of both  the  growing  tax base and
above-normal  issuance for transportation  projects. We also raised our exposure
to housing bonds with higher yields.
<PAGE>

     High tax-free income is, of course,  the fund's principal  objective.  With
the passage of time in a lower  interest  rate  environment,  the fund's  income
declines as older,  higher-yielding holdings mature or are called by the issuer.
For example,  dividends  per share for the 12 months  ended  February 28 were 52
cents  compared  with 54 cents for the  preceding  fiscal  year.  While we can't
change the course of interest rates, we can mitigate the effects by holding onto
higher-yielding bonds and putting new cash to work in the long end of the market
where rates are highest. We have overweighted noncallable bonds in the portfolio
as a way to preserve income.  Strong cash flow over the past year (assets are up
15%)  has also  permitted  us to  limit  our  holdings  of  lower-yielding  cash
reserves.

================================================================================
OUTLOOK
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     As noted,  California enjoys a robust economy,  state coffers are full, and
the state's debt ratings have been upgraded.  Looking nationally, we believe the
forces  supporting low inflation will remain intact for the foreseeable  future.
Despite the economy's strong pace through the beginning of the year, we expect a
decline in growth  toward a more modest and  sustainable  level later this year.
The  Federal  Reserve  appears to have  adopted a neutral  monetary  bias in the
belief that the economy contains an equal measure of upside and downside risks.

     So far  this  year,  decreasing  municipal  issuance,  strong  demand,  and
better-than-expected  economic growth have helped  tax-exempt  bonds  outperform
Treasuries,  where yields have  continued  to rise from last year's  lows.  As a
result, municipal yields are no longer near parity with taxable yields. Overall,
however,  the taxable  equivalent  yields  available on tax-free bonds are still
very  appealing,  and we are  optimistic  about the outlook for municipal  bonds
through the rest of the year.

Respectfully submitted,

/s/

Patrice L. Berchtenbreiter
Chairman of the Investment Advisory Committee
California Tax-Free Money Fund

/s/

Mary J. Miller
Chairman of the Investment Advisory Committee
California Tax-Free Bond Fund

March 19, 1999

==================================================
NEW INVESTOR CENTER
- --------------------------------------------------

     We are pleased to announce that T. Rowe Price
will  soon open a new  Investor  Center in the Los
Angeles  area.  The  current  Investor  Center  in
downtown Los Angeles, on South Flower Street, will
close on May 14.  Details  about the new  facility
will be provided to shareholders in a few weeks.

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

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

<PAGE>

T. Rowe Price California Tax-Free Funds
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PORTFOLIO HIGHLIGHTS
- --------------------
KEY STATISTICS
- --------------
                                                       8/31/98        2/28/99
                                                       -------        -------
CALIFORNIA TAX-FREE MONEY FUND
- ------------------------------
Price Per Share                                         $1.00          $1.00
Dividends Per Share
     For 6 months                                        0.014          0.012
     For 12 months                                       0.029          0.026
Dividend Yield (7-Day Compound) *                        2.62%          2.17%
Weighted Average Maturity (days)                         49             51
Weighted Average Quality **                           First Tier      First Tier

CALIFORNIA TAX-FREE BOND FUND
- -----------------------------
Price Per Share                                        $10.98         $10.96
Dividends Per Share
     For 6 months                                        0.26           0.26
     For 12 months                                       0.53           0.52
Dividend Yield *
     For 6 months                                        4.89%          4.84%
     For 12 months                                       5.05           4.89
30-Day Standardized Yield                                4.23           3.97
Weighted Average Maturity (years)                       17.7           16.3
Weighted Average Effective Duration (years)              7.6            7.2
Weighted Average Quality ***                              AA-            AA-

*    Dividends  earned and reinvested  for the periods  indicated are annualized
     and divided by the fund's net asset value at the end of the period.
**   All  securities  purchased  in the money fund are rated in the two  highest
     categories  (tiers) as  established  by  national  rating  agencies  or, if
     unrated, are deemed of comparable quality by T. Rowe Price.
***  Based on T. Rowe Price research.
================================================================================

<PAGE>

T. Rowe Price California Tax-Free Funds
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PORTFOLIO HIGHLIGHTS
- --------------------
SECTOR DIVERSIFICATION
- ----------------------
                                                   Percent of       Percent of
                                                   Net Assets       Net Assets
                                                      8/31/98          2/28/99
                                                      -------          -------

CALIFORNIA TAX-FREE MONEY FUND
- ------------------------------
Hospital Revenue                                         23%            17%
Water and Sewer Revenue                                  10             12
Lease Revenue                                             8             12
General Obligation N Local                               13             12
Nuclear Revenue                                           8             10
Prerefunded Revenue                                      11             10
Industrial and Pollution Control Revenue                  7              6
Educational Revenue                                       1              5
Air and Sea Transportation Revenue                        11             5
Dedicated Tax Revenue                                     5              3
Electric Revenue                                          1              3
All Other                                                 3              2
Other Assets Less Liabilities                            -1              3
- -----------------------------                            --              -
Total                                                    100%          100%

CALIFORNIA TAX-FREE BOND FUND
- -----------------------------
Dedicated Tax Revenue                                    26%            24%
Lease Revenue                                            10             10
Prerefunded Bonds                                         9             10
General Obligation N Local                                7              9
Air and Sea Transportation Revenue                        5              7
Water and Sewer Revenue                                   9              7
Housing Finance Revenue                                   5              7
Nuclear Revenue                                           4              5
Hospital Revenue                                          5              5
General Obligation N State                                5              4
Escrowed to Maturity                                      2              3
Electric Revenue                                          3              3
Ground Transportation Revenue                             3              2
All Other                                                 6              5
Other Assets Less Liabilities                             1             -1
- -----------------------------                             -             --
Total                                                    100%          100%

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

<PAGE>

T. Rowe Price California Tax-Free Funds
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PERFORMANCE COMPARISON
- ----------------------
     These charts show the value of a  hypothetical  $10,000  investment in each
fund over the past 10 fiscal year periods or since  inception (for funds lacking
10-year  records).  The result is compared with a broad-based  average or index.
The index return does not reflect  expenses,  which have been  deducted from the
fund's return.

[SEC Chart Shown here]

AVERAGE ANNUAL COMPOUND TOTAL RETURN
- ------------------------------------
     This table shows how each 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 2/28/99                   1 Year   3 Years    5 Years    10 Years
- ---------------------                   ------   -------    -------    --------
California Tax-Free Money Fund          2.65%      2.84%      2.86%      3.22%
California Tax-Free Bond Fund           5.95       6.95       6.51        7.73

     Investment  return represents past performance and will vary. Shares of the
bond fund may be worth more or less at  redemption  than at  original  purchase.
Investments  in the Money Fund are not insured or  guaranteed  by the FDICor any
other  government  agency.  Although  it seeks  to  preserve  the  value of your
investment at $1.00 per share,  it is possible to lose money by investing in the
fund.

================================================================================
T. Rowe Price California Tax-Free Money Fund
- --------------------------------------------------------------------------------
For a share outstanding throughout each period
FINANCIAL HIGHLIGHTS
- --------------------
                               Year
                              Ended
                            2/28/99     2/28/98    2/28/97   2/29/96    2/28/95
                            -------     -------    -------   -------    -------
NET ASSET VALUE
- ---------------
Beginning of period        $  1.000  $   1.000   $   1.000   $ 1.000   $ 1.000
Investment activities
  Net investment income       0.026*     0.030*      0.028*    0.032*    0.025*
Distributions
  Net investment income      (0.026)    (0.030)     (0.028)   (0.032)   (0.025)
NET ASSET VALUE
End of period              $  1.000  $   1.000   $   1.000   $ 1.000   $ 1.000


<PAGE>

RATIOS/SUPPLEMENTAL DATA
- ------------------------
Total return #                2.65%*    3.01%*       2.87%*    3.24%*    2.55%*
Ratio of total expenses to
average net assets            0.55%*    0.55%*       0.55%*    0.55%*    0.55%*
Ratio of net investment
income to average
net assets                    2.62%*    2.98%*       2.82%*    3.20%*    2.51%*
Net assets, end of period
(in thousands)             $ 102,346   $ 92,406    $ 82,210  $ 72,739  $ 76,289

- --------------------------------------------------------------------------------
#    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.
*    Excludes  expenses in excess of a 0.55%  voluntary  expense  limitation  in
     effect through 2/28/99.

The accompanying notes are an integral part of these financial statements.
================================================================================
T. Rowe Price California Tax-Free Money Fund
- --------------------------------------------------------------------------------
For a share outstanding throughout each period
FINANCIAL HIGHLIGHTS
- --------------------
                              Year
                             Ended
                           2/28/99     2/28/98  2/28/97     2/29/96     2/28/95
                           -------     -------  -------     -------     -------
NET ASSET VALUE
- ---------------
Beginning of period        $  10.88  $  10.47  $ 10.45  $    10.00  $    10.43
Investment activities
  Net investment income        0.52      0.54     0.55        0.55        0.55*
  Net realized and
  unrealized gain (loss)       0.11      0.41     0.02        0.45       (0.41)
  Total from
  investment activities        0.63      0.95     0.57        1.00        0.14
Distributions
  Net investment income       (0.52)    (0.54)   (0.55)      (0.55)      (0.55)
  Net realized gain           (0.03)        -       -           -        (0.02)
  Total distributions         (0.55)    (0.54)   (0.55)      (0.55)      (0.57)


<PAGE>

NET ASSET VALUE
- ---------------
End of period              $  10.96  $  10.88  $ 10.47  $    10.45  $    10.00
Ratios/Supplemental Data
Total return#                  5.95%     9.31%    5.64%      10.28%       1.60%*
Ratio of total expenses to
average net assets             0.58%     0.58%    0.62%       0.63%       0.60%*
Ratio of net investment
income to average
net assets                     4.80%     5.09%    5.29%       5.40%       5.60%*
Portfolio turnover rate       27.2%     35.0%    47.3%       61.9%       78.0%
Net assets, end of period
(in thousands)             $ 226,001 $ 195,100 $160,813  $ 146,194  $  131,953

- --------------------------------------------------------------------------------
#    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.
*    Excludes  expenses in excess of a 0.60%  voluntary  expense  limitation  in
     effect through 2/28/95.

The accompanying notes are an integral part of these financial statements.
================================================================================
T. Rowe Price California Tax-Free Money Fund
- --------------------------------------------------------------------------------
                                                               February 28, 1999
STATEMENT OF NET ASSETS
                                                             Par           Value
                                                                In thousands
CALIFORNIA  96.3%

Alameda County, GO, TAN, 4.50%, 7/7/99                       2,000   $ 2,006
California, GO
        5.00%, 10/1/99                                         200       202
        5.50%, 9/1/99                                          830       841
        6.60%, 5/1/99                                          250       252
        8.90%, 10/1/99                                         100       103
California Dept. of Water Resources, 8.75%, 12/1/99          3,050     3,182
California Ed. Fac. Auth.
    Claremont Mckenna College, 2.80%, 11/1/99                  150       150
    Stanford Univ., VRDN (Currently 2.30%)                   4,000     4,000
California EFA
    California Institute of Technology
        VRDN (Currently 2.40%)                                 500       500
    Stanford Univ., VRDN (Currently 2.30%)                     500       500
California HFFA
    Catholic Healthcare West
        VRDN (Currently 2.60%) (MBIA Insured)                2,100     2,100
    Hosp. Adventist, VRDN (Currently 3.10%) 
          (MBIA Insured)                                     1,400     1,400
    Pooled Loan Program
        VRDN (Currently 2.10%) (FGIC Insured)                2,900     2,900
    Santa Barbara Cottage Hosp.
        VRDN (Currently 2.50%)                               3,285     3,285
    Scripps Health
        VRDN (Currently 2.50%) (MBIA Insured)                4,500     4,500
    Sutter Health, VRDN (Currently 3.10%)                      400       400

<PAGE>

California Pollution Control Fin. Auth., PCR
    Pacific Gas and Electric VRDN (Currently 2.50%) *        2,000     2,000
    Shell Oil
        VRDN (Currently 3.00%) *                             3,400     3,400
        VRDN (Currently 3.10%) *                             1,600     1,600
California Statewide CDA, Chevron, 
          VRDN (Currently 3.15%) *                           1,100     1,100
Chula Vista IDA, San Diego Gas and Electric
        VRDN (Currently 3.60%) *                             2,900     2,900
Compton Community Redev. Agency
        8.10%, 8/1/03 (Prerefunded 8/1/99+)                  1,000     1,041
Elk Grove Unified School Dist., GO, 4.50%, 6/30/99           1,500   $ 1,504
Irvine Public Fac. and Infrastructure Auth.
        VRDN (Currently 2.40%)                               3,205     3,205
Long Beach Harbor, TECP, 2.25 - 2.80%, 3/9/99 *              3,900     3,900
Los Angeles, GO
        4.00%, 6/30/99                                       2,000     2,003
        4.30%, 9/1/99 (FGIC Insured)                           100       101
Los Angeles, Convention & Exhibition Center Auth., COP
        7.375%, 8/15/18 (Prerefunded 8/15/99+)               6,665     6,894
Los Angeles County, GO, 4.50%, 6/30/99                       2,000     2,005
Los Angeles County, Wastewater, TECP, 2.50%, 3/4/99            500       500
Los Angeles County Metropolitan Transportation
        VRDN (Currently 2.95%) (AMBAC Insured)               2,000     2,000
        5.50%, 7/1/99 (MBIA Insured)                           385       388
Los Angeles County Pension, GO
        VRDN (Currently 2.50%) (AMBAC Insured)               2,000     2,000
Los Angeles County Unified School Dist.
    Belmont Learning Complex, COP
        VRDN (Currently 2.50%)                                 580       580
    GO, 4.00%, 7/1/99                                          300       301
Los Angeles Wastewater Systems
        7.10%, 6/1/18 (Prerefunded 6/1/99+)                    500       515
Los Angeles Water and Power, TECP, 2.30%, 4/1/99             3,000     3,000
Metropolitan Water Dist., Southern California
        VRDN (Currently 2.40%)                               1,000     1,000
    TECP, 2.80 - 3.00%, 3/9/99                               2,400     2,400
    GO, 4.00%, 3/1/99                                          150       150
Mojave Water Agency, Improvement Morongo Basin
        5.875%, 9/1/99                                         225       228
Newport Beach, Hoag Memorial Hosp.
        VRDN (Currently 3.10%)                               3,000     3,000
Oakland, COP, VRDN (Currently 2.95%)                         4,830     4,830
Pasadena, Pasadena Civic Improvement
        7.00%, 12/1/14 (Prerefunded 12/1/99+)                  250       262
Poway Redev. Agency Tax Allocation
        7.60%, 12/15/22 (Prerefunded 12/15/99+)                 50        53
Sacramento Utility Dist., 5.75%, 7/1/99 (FGIC Insured)       1,500     1,513
San Bernardino County, TRAN, GO, 4.50%, 9/30/99              1,000     1,009
San Diego County, Regional Transportation Commission
        7.375%, 4/1/06 (Prerefunded 4/1/99+)                   775   $   793
San Diego County Transport Commission
        5.00%, 4/1/99 (MBIA Insured)                            50        50
San Diego County Water Auth., TECP, 2.05%, 3/10/99           2,500     2,500

<PAGE>

San Francisco
        6.50%, 10/1/11 (AMBAC Insured)
        (Prerefunded 10/1/99+)                                 200       208
San Francisco Bay, TECP, 2.05%, 3/4/99                       1,000     1,000
San Francisco Building Auth.
        VRDN (Currently 2.72%) (AMBAC Insured)               3,545     3,545
San Francisco City and County Int'l. Airport
    TECP, 2.60%, 3/17/99                                     1,210     1,210
San Francisco Unified School Dist., GO, 4.50%, 9/22/99       1,000     1,006
San Jose/Santa Clara Water Fin. Auth.
        VRDN (Currently 2.50%)                               1,000     1,000
Santa Clara/El Camino Hosp. Dist.
    Valley Medical Center, VRDN (Currently 2.20%)              490       490
Southern California Public Power Auth.
        VRDN (Currently 2.50%) (AMBAC Insured)               1,000     1,000
    Palo Verde Project, VRDN (Currently 2.50%)               1,100     1,100
Vallecitos Water Dist., Twin Oaks Reservoir
        VRDN (Currently 2.60%)                               2,000     2,000
Water & Power of Los Angeles Electric, TECP, 
     2.15%, 4/6/99                                           1,000     1,000
Total California (Cost  $98,605)                                      98,605


PUERTO RICO  0.2%

Puerto Rico Commonwealth, GO
        7.75%, 7/1/17 (Prerefunded 7/1/99+)                    180       186
Total Puerto Rico (Cost  $186)                                           186


Total Investments in Securities
96.5% of Net Assets (Cost  $98,791)                                    98,791

Other Assets Less Liabilities                                           3,555


NET ASSETS                                                            102,346

Net Assets Consist of:
Accumulated net investment income - 
     net of distributions                                                   4
Accumulated net realized gain/loss -
     net of distributions                                                 (82)
Paid-in-capital applicable to 102,427,717 
     no par value shares of beneficial
     interest outstanding; unlimited number
     of shares authorized                                              102,424
<PAGE>

NET ASSETS                                                             102,346
NET ASSET VALUE PER SHARE                                                1.00

     *  Interest subject to alternative minimum tax
     +  Used in determining portfolio maturity
 AMBAC  AMBAC Indemnity Corp.
   CDA  Community Development Administration
   COP  Certificates of Participation
   EFA  Educational Facility Authority
  FGIC  Financial Guaranty Insurance Company
    GO  General Obligation
  HFFA  Health Facility Financing Authority
   IDA  Industrial Development Authority
  MBIA  Municipal Bond Investors Assurance Corp.
   PCR  Pollution Control Revenue
   TAN  Tax Anticipation Note
  TECP  Tax-Exempt Commercial Paper
  TRAN  Tax Revenue Anticipation Note
  VRDN  Variable Rate Demand Note

The accompanying notes are an integral part of these financial statements.
================================================================================
T. Rowe Price California Tax-Free Bond Fund
- --------------------------------------------------------------------------------

                                                               February 28, 1999
STATEMENT OF NET ASSETS
                                                             Par           Value
                                                                In thousands



CALIFORNIA  97.9%

Alameda County, Public Fac., COP
        6.00%, 9/1/21 (MBIA Insured)                           960   $ 1,055
Alameda Corridor Transportation Auth.
        5.125%, 10/1/16 (MBIA Insured)                       6,165     6,336
Anaheim PFA, Public Improvements
        5.00%, 9/1/27 (FSA Insured)                          2,435     2,417
Antioch Public Fin. Auth., 5.85%, 9/2/15                     3,000     2,997
Brea PFA, Tax Allocation, 6.75%, 8/1/22 (MBIA Insured)       1,435     1,562
California, GO
        5.25%, 10/1/20                                       1,700     1,725
        5.40%, 12/1/16 (FSA Insured) *                       1,000     1,023
        5.45%, 12/1/25                                       3,000     3,044
        6.40%, 2/1/20 *                                      2,200     2,228
    Veterans, 5.05%, 12/1/11                                 1,485     1,531
California Dept. of Water Resources
    Central Valley
        7.00%, 12/1/11                                       1,730     2,173
        7.00%, 12/1/12                                       1,000     1,262

<PAGE>

California EFA
    Pooled College and Univ.
        5.60%, 12/1/14                                       1,000     1,063
        5.60%, 12/1/20                                       1,000     1,050
    St. Mary's College of California
        7.50%, 10/1/20 (Prerefunded 10/1/00+)                2,000     2,175
California HFA
        5.35%, 8/15/28 (MBIA Insured)                        2,000     2,051
    Sutter Health, VRDN (Currently 3.10%) (FSA Insured)        700       700
California HFFA
    Catholic Healthcare West
        5.25%, 7/1/23 (AMBAC Insured)                        1,000     1,013
    Pomona Valley Hosp.
        5.75%, 7/1/15 (MBIA Insured)                         1,800     1,952
    St. Joseph's Health, VRDN (Currently 3.10%)              1,000     1,000
    Sutter Health, VRDN (Currently 3.10%)                    1,300     1,300
California Housing Fin. Agency
        6.15%, 8/1/16 *                                      1,000   $ 1,068
        6.70%, 8/1/15                                        1,100     1,183
        6.70%, 8/1/25 *                                        925       992
        6.85%, 8/1/17                                        3,015     3,192
        7.20%, 8/1/09                                          190       197
        7.25%, 8/1/10                                          185       192
        7.25%, 8/1/17                                        1,000     1,080
        7.625%, 8/1/09                                         245       251
        7.875%, 8/1/19                                         300       306
California Pollution Control Fin. Auth.
    Pacific Gas and Electric, 5.85%, 12/1/23 *               1,765     1,857
California Pollution Control Fin. Auth., PCR
    Laidlaw Enviromental, 6.70%, 7/1/07 *                    1,000     1,043
    Pacific Gas and Electric
        VRDN (Currently 2.50%) *                               600       600
        5.85%, 12/1/23 (MBIA Insured) *                      2,000     2,115
    Shell Oil, VRDN (Currently 3.10%) *                        900       900
    USA Waste Services, 5.00%, 6/1/18                        2,500     2,529
California Public Works Board
    Dept. of Corrections
        6.875%, 11/1/14 (Prerefunded 11/1/04+)               1,000     1,181
    Univ. of California
        5.50%, 6/1/14                                        2,000     2,186
        6.40%, 12/1/16 (AMBAC Insured)
        (Prerefunded 12/1/02+)                               1,000     1,121
California Statewide CDA, Sutter Health, COP
        5.50%, 8/15/23 (MBIA Insured)                        2,000     2,068
Castaic Lake Water Agency
    Water System Improvement, COP
        7.00%, 8/1/12 (MBIA Insured)                         1,000     1,244
        7.00%, 8/1/13 (MBIA Insured)                         1,700     2,117
Castaic Union School Dist., GO
        Zero Coupon, 5/1/18 (FGIC Insured)                   5,175     1,966
Central Coast Water Auth., State Water Project
      Regional Fac.
        6.60%, 10/1/22 (AMBAC Insured)
        (Prerefunded 10/1/02+)                               1,000     1,124

<PAGE>

Central Valley School Dist. Fin. Auth., GO, 
     Capital Appreciation
        Zero Coupon, 8/1/10 (MBIA Insured)                   2,500   $ 1,508
Chula Vista, Sub-Gateway Town Center, 7.50%, 1/1/32 *        4,500     4,483
Contra Costa County, Merrithew Memorial Hosp., COP
        5.375%, 11/1/17 (MBIA Insured)                       2,185     2,270
Corona Redev. Agency, Tax Allocation
        6.25%, 9/1/13 (FGIC Insured)                         1,000     1,124
Coronado CDA, Tax Allocation, 5.70%, 
          9/1/12 (FSA Insured)                               1,000     1,088
Dry Creek Joint Elementary School Dist., GO
    Capital Appreciation
        Zero Coupon, 8/1/13 (FSA Insured)                    1,300       658
        Zero Coupon, 8/1/14 (FSA Insured)                    1,340       638
East Bay Municipal Utility Dist., Water Systems
        5.25%, 6/1/16                                        1,690     1,763
        6.00%, 6/1/12 (FSA Insured)                          2,000     2,167
Emeryville PFA, 6.20%, 9/1/25 (Prerefunded 9/1/05+)          1,000     1,120
Escondido, Multi-Family Housing
    Terrace Gardens Apartments, 5.40%, 1/1/27                1,000     1,056
Fontana Redev. Agency, Jurupa Hills, 5.50%, 10/1/27          3,400     3,452
Foothill / Eastern Transportation Corridor Agency
    Toll Road
        Zero Coupon, 1/1/17                                  4,000     1,573
        Zero Coupon, 1/1/25                                    850       212
        Zero Coupon, 1/1/27                                  1,910       424
Fresno Unified School Dist., GO
        6.40%, 8/1/16 (MBIA Insured)                         1,000     1,181
        6.55%, 8/1/20 (MBIA Insured)                         1,000     1,185
Gateway Refinancing Auth., 5.50%, 9/1/19                     2,000     2,025
Inglewood Redev. Agency, Century Redev.,
      6.125%, 7/1/23                                         2,800     2,934
Inland Empire Solid Waste Fin. Auth.
    San Bernardino County Landfills
        6.25%, 8/1/11 (FSA Insured) *                        1,000     1,141
Irvine Ranch Water Dist., VRDN (Currently 3.10%)             2,900     2,900
Kern County Union High School Dist., GO
        7.00%, 8/1/10 (MBIA Insured)
        (Escrowed to Maturity)                               1,000     1,246
Long Beach Harbor, 6.00%, 5/15/17 (FGIC Insured) *           1,000     1,127
Los Angeles City, Wastewater, 7.10%, 6/1/18                  1,000     1,031
Los Angeles County, GO, COP, Marina del Rey,
         6.50%, 7/1/08                                       1,000   $ 1,094
Los Angeles County Metropolitan Transportation Auth.
    Sales Tax
        6.00%, 7/1/26 (MBIA Insured)                         2,000     2,174
        7.40%, 7/1/15                                          515       533
Los Angeles County Public Works Fin. Auth.
    Multiple Capital Fac.
        5.125%, 6/1/17 (AMBAC Insured)                       2,000     2,030
    Rowland Heights, 5.50%, 10/1/18 (FSA Insured)            1,500     1,615
Los Angeles Harbor Dept.
        6.50%, 8/1/25 (Prerefunded 8/1/02+)                  1,000     1,115
        6.625%, 8/1/19 *                                     2,500     2,748
        7.60%, 10/1/18 (Escrowed to Maturity)                3,000     3,914

<PAGE>

Los Angeles Municipal Improvement, Central Library
        6.35%, 6/1/20                                        1,500     1,609
Los Angeles Unified School Dist., GO
        5.375%, 7/1/16 (FGIC Insured)                        3,000     3,155
Midpeninsula Regional Open Space Dist., Fin. Auth.
        5.90%, 9/1/14 (AMBAC Insured)                        1,250     1,369
Modesto Irrigation Dist. Fin. Auth.
        Zero Coupon, 7/1/16 (AMBAC Insured)                  3,320     1,374
    Geysers, 6.00%, 10/1/15 (MBIA Insured)                   1,500     1,655
Mojave Water Agency, Morongo Basin
        5.75%, 9/1/15 (FGIC Insured)                         2,000     2,177
Mountain View Shoreline Regional Park, Tax Allocation
        5.50%, 8/1/21 (MBIA Insured)                         3,135     3,300
Mt. Diablo Hosp. Dist.
        8.00%, 12/1/11 (AMBAC Insured)
        (Prerefunded 12/1/00+)                               1,250     1,378
Newport Beach, Hoag Memorial Hosp.
        VRDN (Currently 3.10%)                                 100       100
Oakland, COP, VRDN (Currently 2.95%)                         2,200     2,200
Orange County
    Juvenile Justice Center, COP
        7.625%, 6/1/19 (Prerefunded 6/1/99+)                 1,750     1,806
    Recovery, COP
        6.00%, 6/1/10 (MBIA Insured)                         4,120     4,736
        6.00%, 7/1/26 (MBIA Insured)                         1,000     1,094
Orange County Local Transportation Auth., Sales Tax
        6.00%, 2/15/09 (AMBAC Insured)                         750   $   856
Orange County PFA, Waste Management
        5.75%, 12/1/09 (AMBAC Insured) *                     2,000     2,226
Orchard School Dist., GO, 6.50%, 
     8/1/19 (FGIC Insured)                                   1,000     1,150
Palmdale Civic Auth., 6.60%, 
     9/1/34 (Prerefunded 9/1/04+)                            5,000     5,682
Pasadena Parking Fac., COP, 6.25%, 1/1/18                    3,000     3,457
Placentia PFA, Special Tax, 6.60%, 9/1/15                    1,000     1,040
Pomona Unified School Dist., GO
        6.15%, 8/1/15 (MBIA Insured)                         1,000     1,150
Poway Community Fac. Dist., 6.75%, 8/15/15                   1,275     1,390
Riverside County, Desert Justice Fac., COP
        6.00%, 12/1/12 (MBIA Insured)
        (Prerefunded 12/1/04+)                               1,000     1,127
Sacramento City Fin. Auth., Lease, 5.00%, 11/1/14            2,000     2,055
Sacramento County Public Fac., Coroner Crime Lab., COP
        6.375%, 10/1/14 (AMBAC Insured)                      1,000     1,132
Sacramento Redev. Agency, 5.25%, 11/1/13 (FSA Insured)       2,240     2,380
Saddleback Valley Unified School Dist., Special Tax
        Zero Coupon, 9/1/19 (FSA Insured)                    2,370       832
        6.00%, 9/1/15 (FSA Insured)                          1,375     1,575
San Diego Community College Dist.
        6.125%, 12/1/16 (MBIA Insured)
        (Prerefunded 12/1/06+)                               1,250     1,457
San Diego County Water Auth., 4.50%, 
     5/1/24 (FGIC Insured)                                   1,500     1,389

<PAGE>

San Diego, IDR, San Diego Gas and Electric
        6.40%, 9/1/18 (MBIA Insured)                         1,175     1,291
San Francisco Bay Area Rapid Transit, Sales Tax
        5.25%, 7/1/18                                        1,250     1,288
        5.50%, 7/1/15 (FGIC Insured)                         1,800     1,895
San Francisco City and County, Int'l. Airport
        5.80%, 5/1/21 (FGIC Insured) *                       1,000     1,064
        6.30%, 5/1/25 (FGIC Insured) *                       1,000     1,102
        6.50%, 5/1/18 (AMBAC Insured) *                      4,000     4,481
San Joaquin Hills Transportation Corridor Agency
    Toll Road, Zero Coupon, 1/15/14 (MBIA Insured)           6,500     3,176
San Jose Redev. Agency, Merged Area Redev.
        VRDN (Currently 2.15%)                               1,700     1,700
San Jose Unified School Dist., Capital Appreciation
        Zero Coupon, 8/1/20 (FGIC Insured)                   3,580   $ 1,174
Santa Ana Housing Auth., Villa Del Sol Apartments
        5.65%, 11/1/21 *                                     1,000     1,062
Santa Clara, Electric
        6.25%, 7/1/19 (MBIA Insured)
        (Prerefunded 7/1/01+)                                2,000     2,172
Santa Clara County Fin. Auth., VMC Fac.
        7.75%, 11/15/11 (AMBAC Insured)                      1,000     1,317
Santa Clara Redev. Agency, Bayshore North
        7.00%, 7/1/10 (AMBAC Insured)                        3,000     3,691
Santa Margarita/Dana Point Auth.
        7.25%, 8/1/10 (MBIA Insured)                         1,000     1,266
South Orange County PFA, 7.00%, 9/1/07 (MBIA Insured)        2,000     2,410
Southern California Public Power Auth.
        6.75%, 7/1/10                                        2,100     2,525
        6.75%, 7/1/12                                        1,700     2,061
Temecula Community Fac., 5.45%, 9/1/11                       1,045     1,055
Torrance, Little Co. of Mary Hosp.
        6.875%, 7/1/15 (Escrowed to Maturity)                1,240     1,392
Torrance Redev. Agency, 5.50%, 9/1/28 (MBIA Insured)         2,000     2,035
Tri City Hosp. Dist.
        7.50%, 2/1/17 (MBIA Insured)
        (Prerefunded 2/1/02+)                                2,000     2,258
Tulare County, Capital Improvement, COP
        6.00%, 2/15/16 (MBIA Insured)                        1,000     1,145
Walnut Valley Unified School Dist., GO
        7.20%, 2/1/16 (MBIA Insured)                         1,000     1,244
Total California (Cost  $205,662)                                     21,353


PUERTO RICO  2.7%

Puerto Rico Electric Power Auth.
        4.75%, 7/1/24                                        3,000     2,843
        7.00%, 7/1/21 (Prerefunded 7/1/01+)                  1,000     1,101
Puerto Rico Public Fin., Commonwealth Appropriation
        5.375%, 6/1/17 (AMBAC Insured)                       2,000     2,141
Total Puerto Rico (Cost  $5,828)                                       6,085

<PAGE>

 Total Investments in Securities
 100.6% of Net Assets (Cost  $211,490)                                $227,438

 Other Assets Less Liabilities                                          (1,437)

 NET ASSETS                                                           $226,001

 Net Assets Consist of:
 Accumulated net investment income - 
     net of distributions                                             $      7
 Accumulated net realized gain/loss - 
     net of distributions                                                   98
 Net unrealized gain (loss)                                             15,948
 Paid-in-capital applicable to 20,611,540 
     no par shares of beneficial
     interest outstanding; unlimited 
     number of shares authorized                                       209,948

 NET ASSETS                                                           $226,001
 NET ASSET VALUE PER SHARE                                            $  10.96

     *  Interest subject to alternative minimum tax
     +  Used in determining portfolio maturity
 AMBAC  AMBAC Indemnity Corp.
   CDA  Community Development Administration
   COP  Certificates of Participation
   EFA  Educational Facility Authority
  FGIC  Financial Guaranty Insurance Company
   FSA  Financial Security Assurance Corp.
    GO  General Obligation
   HFA  Health Facility Authority
  HFFA  Health Facility Financing Authority
   IDR  Industrial Development Revenue
  MBIA  Municipal Bond Investors Assurance Corp.
   PCR  Pollution Control Revenue
   PFA  Public Facility Authority
  VRDN  Variable Rate Demand Note

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

<PAGE>

T. Rowe Price California Tax-Free Bond Fund
- --------------------------------------------------------------------------------
STATEMENT OF OPERATIONS
- -----------------------
                                                      Money Fund     Bond Fund
                                                           In thousands
                                                          Year             Year
                                                         Ended            Ended
                                                       2/28/99          2/28/99
                                                       -------          -------
Investment Income
Interest income                                     $   3,169        $  11,207
Expenses                                                           
  Investment management                                   333              878
  Custody and accounting                                   92              118
  Shareholder servicing                                    90              146
  Prospectus and shareholder reports                       13               23
  Registration                                             11               16
  Trustees                                                  6                6
  Legal and audit                                           4               11
  Miscellaneous                                             3                3
  Total expenses                                          552            1,201
  Expenses paid indirectly                                 (3)              (1)
  Net expenses                                            549            1,200
Net investment income                                   2,620           10,007
Realized and Unrealized Gain (Loss)                                
Net realized gain (loss)                                           
  Securities                                               10              882
  Futures                                                   -             (103)
  Net realized gain (loss)                                 10              779
Change in net unrealized gain or loss on securities         -            1,387
Net realized and unrealized gain (loss)                    10            2,166
                                                                   
INCREASE (DECREASE) IN NET                                         
ASSETS FROM OPERATIONS                              $   2,630        $  12,173
                                                               
The accompanying notes are an integral part of these financial statements.
================================================================================
T. Rowe Price California Tax-Free Funds
- --------------------------------------------------------------------------------
STATEMENT OF CHANGES IN NET ASSETS
- ----------------------------------
                                           Money Fund            Bond Fund
                                                    In thousands
                                       Year                  Year
                                      Ended                 Ended
                                    2/28/99     2/28/98   2/28/99     2/28/98
                                    -------     -------   -------     -------

Increase (Decrease) in Net Assets
Operations
  Net investment income           $   2,620   $   2,545$   10,007   $   8,911
  Net realized gain (loss)               10          13       779       1,067
  Change in net unrealized
  gain or loss                            -           -     1,387       5,761
  Increase (decrease) in
  net assets from operations          2,630       2,558    12,173      15,739
<PAGE>

Distributions to shareholders
  Net investment income              (2,620)     (2,545   (10,007)     (8,911)
  Net realized gain                       -           -      (578)          -
  Decrease in net assets 
     from distributions              (2,620)     (2,545   (10,585)     (8,911)

Capital share transactions *
  Shares sold                        88,664      86,397    58,571      47,467
  Distributions reinvested            2,456       2,371     7,355       6,191
  Shares redeemed                   (81,190)    (78,585)  (36,613)    (26,199)
  Increase (decrease) in
  net assets from capital
  share transactions                  9,930      10,183    29,313      27,459

Net Assets
Increase (decrease)
during period                         9,940      10,196    30,901      34,287
Beginning of period                  92,406      82,210   195,100     160,813
- -------------                     ---------      -------  -------   ---------
End of period                     $ 102,346   $  92,406$  226,001   $ 195,100

*Share information
  Shares sold                        88,664      86,397     5,359       4,460
  Distributions reinvested            2,456       2,371       673         581
  Shares redeemed                   (81,190)    (78,585    (3,359)     (2,466)
  -------------                    ---------      -------  -------   ---------
  Increase (decrease)
  in shares outstanding               9,930      10,183     2,673       2,575


The accompanying notes are an integral part of these financial statements.
================================================================================
T. Rowe Price California Tax-Free Funds
- --------------------------------------------------------------------------------
                                                               February 28, 1999
Notes to Financial Statements
================================================================================
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
- --------------------------------------------------------------------------------

     T. Rowe Price  California  Tax-Free  Income Trust (the trust) is registered
under the Investment  Company Act of 1940.  The  California  Tax-Free Money Fund
(the  Money  Fund) and the  California  Tax-Free  Bond  Fund  (the  Bond  Fund),
diversified, open-end management investment companies, are two of the portfolios
established by the trust and commenced operations on September 15, 1986.

     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  Debt  securities  are generally  traded in the  over-the-counter
market. Except for securities held by the Money Fund,  investments in securities
are  stated at fair  value as  furnished  by  dealers  who make  markets in such
securities or by an independent pricing service,  which considers yield or price
of bonds of comparable quality,  coupon,  maturity,  and type, as well as prices
quoted by dealers who make markets in such  securities.  Securities  held by the
Money Fund are valued at amortized cost.

     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 that
fund, as authorized by the Board of Trustees.

     Premiums and Discounts  Premiums and original issue  discounts on municipal
securities are amortized for both financial  reporting and tax purposes.  Market
discounts are  recognized  upon  disposition of the security as gain or loss for
financial reporting purposes and as ordinary income for 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.  Distributions  to  shareholders  are
recorded  by  each  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,  used to reduce the funds'  custody
charges.

================================================================================
NOTE 2 - INVESTMENT TRANSACTIONS
- --------------------------------------------------------------------------------

     Purchases and sales of portfolio  securities for the Bond Fund,  other than
short-term securities, aggregated $82,006,000 and $55,314,000, respectively, for
the year ended February 28, 1999.

================================================================================
NOTE 3 - FEDERAL INCOME TAXES
- --------------------------------------------------------------------------------

     No provision for federal  income taxes is required  since each fund intends
to continue to qualify as a regulated  investment  company and distribute all of
its income.  The Money Fund utilized  capital loss  carryforwards  of $11,000 in
fiscal  1999.  As of  February  28,  1999,  the  Money  Fund  has  capital  loss
carryforwards  for federal income tax purposes of $82,000,  all of which expires
in 2003.  The Money Fund intends to retain gains realized in future periods that
may be offset by available capital loss carryforwards.

     At February 28, 1999, the costs of investments for the Money and Bond Funds
for federal  income tax purposes  were  substantially  the same as for financial
reporting and totaled $98,791,000 and $211,490,000,  respectively. For the Money
Fund,  amortized  cost is  equivalent  to  value;  and for the  Bond  Fund,  net
unrealized gain aggregated  $15,948,000 at period-end,  of which $16,037,000 was
related to appreciated investments and $89,000 to depreciated investments.


<PAGE>

================================================================================
NOTE 4 - RELATED PARTY TRANSACTIONS
- --------------------------------------------------------------------------------

     The  investment  management  agreement  between each fund and T. Rowe Price
Associates, Inc. (the manager) provides for an annual investment management fee,
of which  $24,000 and $73,000 were payable at February 28, 1999 by the Money and
Bond  Funds,  respectively.  The fee is  computed  daily and paid  monthly,  and
consists of an  individual  fund fee equal to 0.10% 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 0.30% for assets in excess of $80 billion.  At February 28, 1999, and for the
year then ended, the effective annual group fee rate was 0.32%. Each fund pays a
pro-rata share of the group fee based on the ratio of its net assets to those of
the group.

     Under the terms of the  investment  management  agreement,  the  manager is
required to bear any expenses  through  February 28, 1999, which would cause the
Money Fund's ratio of expenses to average net assets to exceed  0.55%.  Pursuant
to this agreement, $89,000 of management fees were not accrued by the Money Fund
for the year ended February 28, 1999, and $99,000 remains unaccrued from a prior
period.  Subject  to  shareholder  approval,  the Money Fund may  reimburse  the
manager  for these  expenses,  provided  that  average  net assets have grown or
expenses have declined  sufficiently to allow reimbursement  without causing the
fund's ratio of expenses to average net assets to exceed 0.55%.

     In addition,  each fund has entered into  agreements with the manager and a
wholly owned  subsidiary  of the manager,  pursuant to which each fund  receives
certain other services. The manager computes the daily share price and maintains
the financial records of each fund. T. Rowe Price Services,  Inc. is each fund's
transfer  and  dividend   disbursing   agent  and   provides   shareholder   and
administrative services to the funds. The Money and Bond Funds incurred expenses
pursuant to these related party agreements totaling  approximately  $140,000 and
$190,000,  respectively,  for the year ended February 28, 1999, of which $13,000
and $17,000, respectively, were payable at period-end.

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

<PAGE>

T. Rowe Price California Tax-Free Funds
- --------------------------------------------------------------------------------
Report of Independent Accountants

To the Board of Trustees of T. Rowe Price California Tax-Free Income
Trust and Shareholders of California Tax-Free Money Fund and California
Tax-Free Bond Fund

     In our opinion,  the accompanying  statements of net assets and the related
statements  of  operations  and of  changes  in net  assets  and  the  financial
highlights present fairly, in all material  respects,  the financial position of
California  Tax-Free  Money Fund and  California  Tax-Free Bond Fund (two of the
portfolios comprising T. Rowe Price California Tax-Free Income Trust,  hereafter
referred to as "the  Funds") at February  28,  1999,  and the results of each of
their  operations,  the  changes in each of their net  assets and the  financial
highlights  for  each  of the  fiscal  periods  presented,  in  conformity  with
generally  accepted  accounting  principles.   These  financial  statements  and
financial highlights  (hereafter referred to as "financial  statements") are the
responsibility  of the Funds'  management;  our  responsibility is to express an
opinion on these  financial  statements  based on our audits.  We conducted  our
audits of these  financial  statements in  accordance  with  generally  accepted
auditing  standards  which  require that we plan and perform the audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the  amounts  and  disclosures  in  the  financial  statements,   assessing  the
accounting  principles  used and significant  estimates made by management,  and
evaluating the overall  financial  statement  presentation.  We believe that our
audits,  which  included  confirmation  of  securities  at February  28, 1999 by
correspondence  with  custodians,  provide a  reasonable  basis for the  opinion
expressed above.

PricewaterhouseCoopers LLP
Baltimore, Maryland
March 17, 1999

================================================================================
T. Rowe Price California Tax-Free Funds
- --------------------------------------------------------------------------------
Tax Information (Unaudited) for the Tax Year Ended 2/28/99

     We are providing this information as required by the Internal Revenue Code.
The amounts  shown may differ  from those  elsewhere  in this report  because of
differences between tax and financial reporting requirements.

     The Bond Fund's  distributions  to shareholders  included:  * $198,000 from
short-term  capital gains, * $380,000 from long-term  capital gains,  subject to
the 20% rate gains category,

     The Money Fund and Bond Fund's  dividend  income  included  $2,639,000  and
$9,879,000, respectively, which qualified as exempt-interest dividends.

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

FOR YIELD, PRICE, LAST TRANSACTION,
CURRENT BALANCE, OR TO CONDUCT
TRANSACTIONS, 24 HOURS, 7 DAYS
A WEEK, CALL TELE*ACCESS [REGISTRATION MARK]:
1-800-638-2587 toll free

FOR ASSISTANCE

WITH YOUR EXISTING
FUND ACCOUNT, CALL:
shareholder service center
1-800-225-5132 toll free
410-625-6500 Baltimore area

TO OPEN A BROKERAGE ACCOUNT
OR OBTAIN INFORMATION, CALL:
1-800-638-5660 toll free
<PAGE>

INTERNET ADDRESS:
www.troweprice.com

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

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

INVESTOR CENTERS:
101 East Lombard St.
Baltimore, MD 21202

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

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

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

T. Rowe Price Investment Services, Inc., Distributor.         C05-050  2/28/99


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