<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
For the quarterly period ended: MARCH 31, 2000.
Commission file number: 000-14282.
Exact name of registrant as specified in its charter:
T. ROWE PRICE ASSOCIATES, INC.
State of incorporation: MARYLAND.
I.R.S. Employer Identification No.: 52-0556948.
Address and Zip Code of principal executive offices: 100 EAST PRATT STREET,
BALTIMORE, MARYLAND 21202.
Registrant's telephone number, including area code: (410) 345-2000.
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act
of 1934 during the preceding 12 months, and (2) has been subject to such
filing requirements for the past 90 days. Yes [X]. No [ ].
Indicate the number of shares outstanding of the issuer's common stock ($.20
par value), as of the latest practicable date. 120,764,714 SHARES AT
APRIL 25, 2000.
Exhibit index is at Item 6(a) on pages 14 - 15.
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PART I. FINANCIAL INFORMATION.
ITEM 1. FINANCIAL STATEMENTS.
T. ROWE PRICE ASSOCIATES, INC.
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)
12/31/99 03/31/00
________ __________
ASSETS
Cash and cash equivalents $358,472 $ 438,435
Accounts receivable 121,637 144,841
Investments in sponsored mutual funds 233,924 250,260
Other investments 44,986 54,639
Property and equipment 210,302 217,867
Other assets 28,718 19,217
________ __________
$998,039 $1,125,259
________ __________
________ __________
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Accounts payable and accrued expenses $ 37,712 $ 48,467
Accrued compensation and related costs 64,774 54,899
Income taxes payable 31,819 78,864
Dividends payable 15,614 15,688
Debt 17,716 17,632
Minority interests in consolidated subsidiaries 60,220 66,454
________ __________
Total liabilities 227,855 282,004
________ __________
Commitments and contingent liabilities
Stockholders' equity
Preferred stock, undesignated, $.20 par value -
authorized and unissued 20,000,000 shares -- --
Common stock, $.20 par value - authorized
500,000,000 shares; issued 120,107,818 shares in
1999 and 120,708,284 shares in 2000 24,022 24,142
Capital in excess of par value 48,057 54,272
Retained earnings 649,378 708,724
Accumulated other comprehensive income 48,727 56,117
________ __________
Total stockholders' equity 770,184 843,255
________ __________
$998,039 $1,125,259
________ __________
________ __________
See the accompanying notes to the condensed consolidated financial statements.
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T. ROWE PRICE ASSOCIATES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per-share amounts)
Three months ended
___________________
03/31/99 03/31/00
________ ________
Revenues
Investment advisory fees $190,878 $234,161
Administrative fees 49,217 60,847
Investment and other income 5,731 21,323
________ ________
245,826 316,331
________ ________
Expenses
Compensation and related costs 81,463 92,967
Advertising and promotion 20,225 25,110
Occupancy and equipment 20,947 25,906
International investment research fees 12,144 16,014
Other operating expenses 15,810 25,543
________ ________
150,589 185,540
________ ________
Income before income taxes and minority interests 95,237 130,791
Provision for income taxes 36,288 49,204
________ ________
Income from consolidated companies 58,949 81,587
Minority interests in consolidated subsidiaries 5,536 6,553
________ ________
Net income $ 53,413 $ 75,034
________ ________
________ ________
Basic earnings per share $ .44 $ .62
________ ________
________ ________
Diluted earnings per share $ .41 $ .58
________ ________
________ ________
Dividends declared per share $ .10 $ .13
________ ________
________ ________
Weighted average shares outstanding 120,512 120,419
________ ________
________ ________
Weighted average shares outstanding assuming dilution 129,589 128,399
________ ________
________ ________
See the accompanying notes to the condensed consolidated financial statements.
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T. ROWE PRICE ASSOCIATES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
Three months ended
__________________
03/31/99 03/31/00
________ ________
Cash flows from operating activities
Net income $ 53,413 $ 75,034
Adjustments to reconcile net income to net cash
provided by operating activities
Depreciation and amortization of property
and equipment 7,600 9,474
Minority interests in consolidated subsidiaries 5,536 6,553
Increase in accounts receivable (4,397) (22,783)
Income taxes accrued but not paid 36,073 45,273
Other changes in assets and liabilities (6,561) (8,856)
________ ________
Net cash provided by operating activities 91,664 104,695
________ ________
Cash flows from investing activities
Investments in sponsored mutual funds (664) (4,654)
Other investments (7,541) (380)
Distributions from other investments 4,368 9,928
Additions to property and equipment (15,209) (18,040)
________ ________
Net cash used in investing activities (19,046) (13,146)
________ ________
Cash flows from financing activities
Purchases of stock (1,007) --
Receipts relating to stock issuances 3,393 4,028
Dividends paid to stockholders (12,012) (15,614)
________ ________
Net cash used in financing activities (9,626) (11,586)
________ ________
Cash and cash equivalents
Net increase during period 62,992 79,963
At beginning of year 283,838 358,472
________ ________
At end of period $346,830 $438,435
________ ________
________ ________
See the accompanying notes to the condensed consolidated financial statements.
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T. ROWE PRICE ASSOCIATES, INC.
UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY
(dollars in thousands)
Accumu-
Capital lated
Common in other Total
stock excess compre- stock-
- par of par Retained hensive holders'
value value earnings income equity
_______ _______ ________ ________ ________
Balance at December 31, 1999,
120,107,818 common shares $24,022 $48,057 $649,378 $48,727 $770,184
Comprehensive income
Net income 75,034
Change in unrealized
security holding gains 7,390
Total comprehensive income 82,424
600,466 common shares
issued under stock-based
compensation plans 120 6,215 6,335
Dividends declared (15,688) (15,688)
_______ _______ ________ _______ ________
Balance at March 31, 2000,
120,708,284 common shares $24,142 $54,272 $708,724 $56,117 $843,255
_______ _______ ________ _______ ________
_______ _______ ________ _______ ________
See the accompanying notes to the condensed consolidated financial statements.
<PAGE> 6
T. ROWE PRICE ASSOCIATES, INC.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - THE COMPANY AND BASIS OF PREPARATION.
T. Rowe Price Associates derives its consolidated revenues and net income
primarily from investment advisory services provided to individual and
institutional investors in the sponsored T. Rowe Price mutual funds and
other investment portfolios. We also provide our investment advisory
clients with related administrative services, including mutual fund transfer
agent, accounting and shareholder services; participant recordkeeping and
transfer agent services for defined contribution retirement plans; discount
brokerage; and trust services. The investors that we serve are primarily
domiciled in the United States.
Investment advisory revenues depend largely on the total value and
composition of assets under management. Accordingly, fluctuations in
financial markets and in the composition of assets under management impact
our revenues and results of operations.
These unaudited condensed consolidated financial statements reflect all
adjustments which are, in the opinion of management, necessary to a fair
statement of our results for the interim periods presented. All such
adjustments are of a normal recurring nature.
The unaudited interim financial information contained in these condensed
consolidated financial statements should be read in conjunction with the
consolidated financial statements contained in our 1999 Annual Report.
NOTE 2 - INFORMATION ABOUT REVENUES AND SERVICES.
Our first quarter revenues (in thousands) from advisory services provided
under agreements with our sponsored mutual funds and other investment
clients were:
1999 2000
________ ________
Sponsored mutual funds
Stock and blended
Domestic $ 80,681 $104,373
International 27,940 38,999
Bond and money market 24,323 23,425
________ ________
132,944 166,797
Other portfolios 57,934 67,364
________ ________
Total investment advisory fees $190,878 $234,161
________ ________
________ ________
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The following table summarizes the various investment portfolios and assets
under management (in billions) on which we earn advisory fees.
Average during
first quarter
_______________
1999 2000 12/31/99 03/31/00
______ ______ ________ ________
Sponsored mutual funds
Stock and blended
Domestic $ 56.2 $ 71.5 $ 71.2 $ 75.3
International 16.0 21.7 21.4 22.1
Bond and money market 22.2 21.7 21.9 22.0
______ ______ ______ ______
94.4 114.9 114.5 119.4
Other portfolios 53.4 65.5 65.4 65.8
______ ______ ______ ______
$147.8 $180.4 $179.9 $185.2
______ ______ ______ ______
______ ______ ______ ______
Fees for advisory-related administrative services provided to the funds were
$36,222,000 and $44,309,000 for the first quarter of 1999 and 2000,
respectively. Accounts receivable from the funds totaled $74,427,000 at
March 31, 2000.
NOTE 3 - SUBSEQUENT EVENT.
On April 11, 2000, we entered into an agreement with Robert Fleming Holdings
Limited to purchase its 50% interest in Rowe Price-Fleming International for
a fixed price of $780 million. Rowe Price-Fleming was formed in 1979 and is
a 50% owned consolidated subsidiary of T. Rowe Price Associates. It
primarily provides U.S. investors with international investment advisory
services and, at March 31, 2000, managed $42.8 billion. Our acquisition of
the remaining interest in Rowe Price-Fleming is subject to receipt of
requisite regulatory approvals and is expected to close in the third quarter
of 2000 after The Chase Manhattan Corporation completes its announced
acquisition of Robert Fleming Holdings. In any event, closing of our
transaction will occur no later than December 31, 2000. The acquisition
will likely be modestly dilutive to earnings per share near-term and
somewhat accretive to income before goodwill charges. We expect to finance
this acquisition with available cash resources including the proceeds of a
five-year, $600 million syndicated bank credit facility that we are
currently negotiating.
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REPORT OF INDEPENDENT ACCOUNTANTS
To the Board of Directors and Stockholders of
T. Rowe Price Associates, Inc.
We have reviewed the condensed consolidated financial statements of T. Rowe
Price Associates, Inc. and its subsidiaries as of March 31, 2000 and for the
three-month periods ended March 31, 1999 and March 31, 2000, appearing on
pages two through seven of this Form 10-Q Quarterly Report. These financial
statements are the responsibility of the Company's management.
We conducted our review in accordance with standards established by the
American Institute of Certified Public Accountants. A review of interim
financial information consists principally of applying analytical procedures
to financial data and making inquiries of persons responsible for financial
and accounting matters. It is substantially less in scope than an audit
conducted in accordance with auditing standards generally accepted in the
United States, the objective of which is the expression of an opinion
regarding the financial statements taken as a whole. Accordingly, we do not
express such an opinion.
Based on our review, we are not aware of any material modifications that
should be made to the accompanying condensed consolidated financial
statements for them to be in conformity with accounting principles generally
accepted in the United States.
We previously audited, in accordance with auditing standards generally
accepted in the United States, the consolidated balance sheet as of December
31, 1999, and the related consolidated statements of income, of cash flows,
and of stockholders' equity for the year then ended (not presented herein),
and in our report dated January 25, 2000, we expressed an unqualified
opinion on those consolidated financial statements. In our opinion, the
information set forth in the accompanying condensed consolidated balance
sheet as of December 31, 1999, is fairly stated in all material respects in
relation to the consolidated balance sheet from which it has been derived.
/s/ PricewaterhouseCoopers LLP
Baltimore, Maryland
April 24, 2000
THE ABOVE REPORT IS NOT A "REPORT" WITHIN THE MEANING OF SECTIONS 7 AND 11
OF THE SECURITIES ACT OF 1933 AND THE INDEPENDENT ACCOUNTANTS' LIABILITY
PROVISIONS OF SECTION 11 OF THE ACT DO NOT APPLY.
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ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
GENERAL.
Our revenues and net income are derived primarily from investment advisory
services provided to U.S. individual and institutional investors in our
sponsored mutual funds and other investment portfolios.
We manage a broad range of domestic and international stock, bond, and money
market mutual funds and other investment portfolios which meet the varied
needs and objectives of individual and institutional investors. Investment
advisory revenues depend largely on the total value and composition of
assets under management. Accordingly, fluctuations in financial markets and
in the composition of assets under management impact our revenues and
results of operations. Total assets under our management were $185.2
billion at March 31, 2000, including $144.8 billion in equity securities.
RESULTS OF OPERATIONS - THREE MONTHS ENDED MARCH 31, 2000 VERSUS 1999.
Net income increased $21.6 million or 40% to $75.0 million and diluted
earnings per share rose from $.41 to $.58. Total revenues increased 29%
from $246 million to a quarterly record $316 million, led by increases of
$43.3 million in investment advisory fees and $15.6 million in investment
income.
Investment advisory revenues earned from the T. Rowe Price mutual funds
increased $33.9 million as average fund assets under management during the
quarter were $114.9 billion, $20.5 billion more than in the first quarter of
1999. Fund assets increased $4.9 billion during the first three months of
2000 and totaled $119.4 billion at March 31, including $97.4 billion in
stock and blended assets funds. The most significant increase in fund
assets during the quarter was attributable to market appreciation and income
reinvested in the stock and blended funds totaling $4.4 billion. Net cash
inflows to the funds during the quarter totaled $173 million, including
inflows of $378 million into stock and blended funds, offset in part by $205
million of outflows from bond and money market funds. Growth stock funds
generally had net inflows while value funds had net outflows.
Greater assets in other investment portfolios, including variable annuity
and other subadvised funds, resulted in the balance of our advisory revenue
gains totaling $9.4 million. Performance-related advisory fees were $6.4
million this quarter, still high compared to historical levels, but down
$1.5 million from the 1999 first quarter. We earn these performance-related
fees on venture capital investments that we manage and, though recurring,
these fees will vary significantly as market conditions change. Assets
under management in the other investment portfolios that we manage were
$65.8 billion at March 31, 2000, up $12.1 billion from March 31, 1999.
Administrative fees from advisory-related services that we provide to the
funds and their shareholders rose $11.6 million from the first quarter of
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1999 to $60.8 million. About $9.4 million of this increase is attributable
to transfer agency and recordkeeping services that we provide to defined
contribution retirement plans and the T. Rowe Price mutual funds. These
revenues are largely offset by the costs that we incur in providing the
services. Commissions that we earn on discount brokerage trading volume
contributed $2.2 million of the revenue increase and now account for
approximately one-eighth of administrative revenues.
Investment and other income rose $15.6 million from the first quarter of
1999, including $2.6 million from our larger money market fund balances and
$12.8 million from our venture capital investments. The strong IPO markets
of late 1999 and early 2000 produced significant market gains and
distributions from our venture investments this year.
Operating expenses increased 23% to about $186 million. Greater
compensation and related costs, which were up $11.5 million or 14%, were
attributable to increases in our rates of compensation, including
performance-related bonuses, and a 4% increase in our staff size primarily
to support the growing investment-related administrative services and
technology-based operations. As of March 31, 2000, we employed nearly 3,700
associates. Our advertising and promotion expenditures increased 24% to $25
million. We expect that our promotional spending will decline in the second
and third quarters of 2000, though remain at levels higher than the
comparable 1999 periods. Occupancy and equipment expense was nearly $5
million higher due to the expansion of our operating facilities in Owings
Mills and Colorado Springs in 1999. International investment research fees
were up $3.9 million as international assets under management increased
$10.4 billion from March 31, 1999. Other operating expenses increased $9.7
million due largely to professional fees that we incurred in technology and
services development activities.
CAPITAL RESOURCES AND LIQUIDITY.
We expect to finance the Rowe Price-Fleming International acquisition
discussed in Note 3 on page 7 of this Form 10-Q from available cash
resources including the proceeds of a five-year, $600 million syndicated
bank credit facility that we are currently negotiating.
FORWARD-LOOKING INFORMATION.
From time-to-time, information or statements provided by or on behalf of T.
Rowe Price, including those within this Form 10-Q Quarterly Report, may
contain certain "forward-looking information," including information
relating to anticipated growth in our revenues or earnings, anticipated
changes in the amount and composition of assets under management, our
anticipated expense levels, and our expectations regarding financial market
and other conditions. Readers are cautioned that any forward-looking
information provided by or on behalf of T. Rowe Price is not a guarantee of
future performance. Actual results may differ materially from those in
forward-looking information as a result of various factors, including but
not limited to those discussed below.
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Further, such forward-looking statements speak only as of the date on which
such statements are made, and we undertake no obligation to update any
forward-looking statement to reflect events or circumstances after the date
on which such statement is made or to reflect the occurrence of
unanticipated events.
Our future revenues will fluctuate due to many factors, such as the total
value and composition of assets under our management and related cash
inflows or outflows in the T. Rowe Price mutual funds and other investment
portfolios; fluctuations in worldwide financial markets, including those in
emerging countries, resulting in appreciation or depreciation of assets
under our management; the relative investment performance of the Price
mutual funds and other investment portfolios as compared to competing
offerings and market indices; the extent to which we earn performance-based
investment advisory fees; the expense ratios of the Price mutual funds;
investor sentiment and investor confidence; the ability to maintain our
investment management and administrative fees at appropriate levels;
competitive conditions in the mutual fund, asset management, and broader
financial services sectors; our introduction of new mutual funds and
investment portfolios; our ability to contract with the Price mutual funds
for payment for investment advisory-related administrative services provided
to the funds and their shareholders; the continuation of trends in the
retirement plan marketplace favoring defined contribution plans and
participant-directed investments; and the amount and timing of income
recognized on our venture capital and other investments. Our revenues are
substantially dependent on fees earned under contracts with the Price funds
and could be adversely affected if the independent directors of one or more
of the Price funds determined to terminate or significantly alter the terms
of the investment management or related administrative services agreements.
Our future operating results are also dependent upon the level of our
operating expenses, which are subject to fluctuation for the following or
other reasons: changes in the level of advertising expenses in response to
market conditions or other factors; variations in the level of compensation
expense due to, among other things, performance-based bonuses, changes in
our employee count and mix, and competitive factors; changes in expense
levels resulting from our pending Rowe Price-Fleming International
acquisition, including goodwill charges arising therefrom; the manner in
which we provide international investment advisory services; expenses and
capital costs, such as technology assets, depreciation, amortization,
research and development, and interest, incurred to maintain and enhance our
administrative and operating services infrastructure including Internet
capabilities; unanticipated costs that may be incurred to protect investor
accounts and the goodwill of our clients; and disruptions of services,
including those provided by third parties such as communications, power, and
the mutual fund transfer agent system.
Our business is also subject to substantial governmental regulation, and
changes in legal, regulatory, accounting, tax, and compliance requirements
may have a substantial effect on our operations and results, including but
not limited to effects on costs we incur and effects on investor interest in
<PAGE> 12
mutual funds and investing in general or in particular classes of mutual
funds or other investments.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Since December 31, 1999, there has been no material change in the
information provided in Item 7A of the 1999 Form 10-K Annual Report.
PART II. OTHER INFORMATION.
ITEM 1. LEGAL PROCEEDINGS.
On July 6, 1998, Rowe Price-Fleming, the T. Rowe Price International Stock
Fund and the fund's five directors were named as defendants in Migdal v.
Rowe Price-Fleming International, Inc., et al., filed in the United States
District Court for the District of Maryland. The Complaint sought to
invalidate the advisory agreement between Rowe Price-Fleming and the
International Stock Fund, and sought recovery of an unspecified amount of
advisory fees paid by the International Stock Fund to Rowe Price-Fleming.
Plaintiffs alleged that the International Stock Fund does not have a
sufficient number of independent directors, as required by the Investment
Company Act of 1940, as amended, because its independent directors serve on
multiple boards of directors within the T. Rowe Price mutual fund complex
and receive substantial compensation in the form of director fees. On
October 12, 1998, the plaintiffs filed an Amended Complaint adding as a
plaintiff Linda B. Rohrbaugh, a shareholder in the T. Rowe Price Growth
Stock Fund. The Amended Complaint also added as defendants the T. Rowe
Price Growth Stock Fund, T. Rowe Price Associates and certain of its
subsidiaries which provide services to the funds, as well as five directors
of the T. Rowe Price Growth Stock Fund. On January 21, 1999, the Amended
Complaint was dismissed with leave for plaintiffs to re-file. On February
16, 1999, the plaintiffs filed a Second Amended Complaint, but the fund
directors were excluded as defendants. The Second Amended Complaint alleged
a claim under Section 36(b) of the Investment Company Act of 1940. The
Complaint sought to invalidate the advisory and service agreements
negotiated between the corporate defendants and certain T. Rowe Price funds
based on a claim that (i) the fees paid to the corporate defendants were
excessive and (ii) the advisory agreements were not negotiated at arm's
length because each of the boards of directors of the Price funds is not
independent as required under the Investment Company Act of 1940. On March
19, 1999, we and the other defendants filed a Motion to Dismiss the Second
Amended Complaint. In an order dated March 20, 2000, our motion was granted
and the case dismissed with prejudice. On April 6, 2000, the plaintiffs
filed a Notice of Appeal of the Dismissal of the case.
From time to time, claims arise in the ordinary course of our business,
including employment-related claims. After consulting with counsel, we
believe it unlikely that any adverse determination in one or more pending
claims would have a material adverse effect on our financial condition or
results of operations.
<PAGE> 13
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
The annual meeting of our stockholders was held on April 13, 2000. The
proxy statement and solicitation pertaining to this meeting were previously
filed with the Commission. Shares eligible to vote were 120,375,159 as of
the record date of February 14, 2000.
Management's 14 nominees for the Board of Directors were elected to hold
office until the next annual meeting of stockholders and until their
respective successors are elected and qualify. The tabulation of votes was:
Nominee For Withheld
_____________________ __________ __________
Edward C. Bernard 98,613,612 2,860,988
James E. Halbkat, Jr. 99,118,531 2,356,069
Donald B. Hebb, Jr. 99,099,187 2,375,414
Henry H. Hopkins 98,623,796 2,850,804
James A.C. Kennedy 98,627,045 2,847,555
John H. Laporte 98,631,393 2,843,207
Richard L. Menschel 99,081,815 2,392,785
William T. Reynolds 98,611,837 2,862,763
James S. Riepe 98,631,397 2,843,203
George A. Roche 89,417,926 12,056,675
Brian C. Rogers 98,637,493 2,837,107
Robert L. Strickland 99,070,600 2,404,000
M. David Testa 90,918,639 10,555,961
Anne Marie Whittemore 98,669,936 2,804,665
ITEM 5. OTHER INFORMATION.
On April 11, 2000, we entered into an agreement with Robert Fleming Holdings
Limited to purchase its 50% interest in Rowe Price-Fleming International for
a fixed price of $780 million. Rowe Price-Fleming was formed in 1979 and is
a 50% owned consolidated subsidiary of T. Rowe Price Associates. It
primarily provides U.S. investors with international investment advisory
services and, at March 31, 2000, managed $42.8 billion. Our acquisition of
the remaining interest in Rowe Price-Fleming is subject to receipt of
requisite regulatory approvals and is expected to close in the third quarter
of 2000, after The Chase Manhattan Corporation completes its announced
acquisition of Robert Fleming Holdings. In any event, closing of our
transaction will occur no later than December 31, 2000. The acquisition
will likely be modestly dilutive to earnings per share near-term and
somewhat accretive to income before goodwill charges. We expect to finance
this acquisition with available cash resources including the proceeds of a
five-year, $600 million syndicated bank credit facility that we are
currently negotiating.
On April 13, 2000, the Board of Directors elected Martin G. Wade as the
fifteenth member of the Board. Mr. Wade is the Vice Chairman and Chief
Executive Officer of Rowe Price-Fleming International.
<PAGE> 14
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) The following exhibits required to be filed by Item 601 of Regulation
S-K are filed herewith and incorporated by reference herein. Exhibits
10.06 through 10.11 are compensatory plan arrangements.
3.(i) Composite Restated Charter of T. Rowe Price Associates, Inc.
as of April 16, 1998. (Incorporated by reference from Form
10-Q Report for the quarterly period ended March 31, 1998;
Accession No. 0000080255-98-000361.)
3.(ii) Amended and Restated By-Laws of T. Rowe Price Associates,
Inc. as of April 17, 1997. (Incorporated by reference from
Form 10-Q Report for the quarterly period ended June 30,
1997; Accession No. 0000080255-97-000369.)
10.01 Representative Investment Management Agreement with each of
the T. Rowe Price mutual funds. (Incorporated by reference
from Form N-1A/A; Accession No. 0001046404-97-000008.)
10.02 Transfer Agency and Service Agreement dated as of January
1,2000 between each of the T. Rowe Price mutual funds and T.
Rowe Price Services, Inc. (Incorporated by reference from
Form 485BPOS; Accession No. 0001012968-00-000024.)
10.03 Agreement dated January 1, 2000, as amended February 9, 2000,
between T. Rowe Price Retirement Plan Services, Inc. and each
of the T. Rowe Price taxable mutual funds. (Incorporated by
reference from Form 485BPOS; Accession No.
0001012968-00-000024.)
10.04 Representative Underwriting Agreement between each of the T.
Rowe Price mutual funds and T. Rowe Price Investment
Services, Inc. (Incorporated by reference from Form N-1A/A;
Accession No. 0001046404-97-000008.)
10.05 Amended, Restated, and Consolidated Office Lease dated as of
May 22, 1997 between 100 East Pratt Street Limited
Partnership and T. Rowe Price Associates, Inc. (Incorporated
by reference from Form 10-K for 1997; Accession No.
0000080255-98-000358.)
10.06 T. Rowe Price Associates, Inc. 1990 Stock Incentive Plan.
(Incorporated by reference from Form S-8 Registration
Statement [File No. 33-37573].)
10.07 T. Rowe Price Associates, Inc. 1993 Stock Incentive Plan.
(Incorporated by reference from Form S-8 Registration
Statement [File No. 33-72568].)
<PAGE> 15
10.08 T. Rowe Price Associates, Inc. 1995 Director Stock Option
Plan. (Incorporated by reference from Form DEF 14A;
Accession No. 000933259-95-000009; CIK 0000080255.)
10.09 T. Rowe Price Associates, Inc. 1996 Stock Incentive Plan.
(Incorporated by reference from Form DEF 14A; Accession No.
0001006199-96-000031; CIK 0000080255.)
10.10 T. Rowe Price Associates, Inc. 1998 Director Stock Option
Plan. (Incorporated by reference from Form DEF 14A;
Accession No. 00080255-98-000355.)
10.11 Executive Incentive Compensation Plan. (Incorporated by
reference from Form DEF 14A; Accession No. 933259-95-000009;
CIK 0000080255.)
15 Letter from PricewaterhouseCoopers LLP, independent
accountants, re unaudited interim financial information.
27 Financial Data Schedule.
(b) Reports on Form 8-K: None during the first quarter of 2000.
SIGNATURES.
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized on April 26, 2000.
T. Rowe Price Associates, Inc.
/s/ George A. Roche
Chairman, President & Principal Financial Officer
/s/ Joseph P. Croteau, CPA
Vice President, Treasurer & Controller
(Principal Accounting Officer)
EXHIBIT 15
April 25, 2000
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Dear Sirs:
We are aware that our report dated April 24, 2000 (issued pursuant to the
provisions of Statement on Auditing Standards No. 71) is incorporated by
reference in the Prospectuses constituting parts of T. Rowe Price
Associates, Inc.'s Registration Statements on Form S-8 (No. 033-07012, No.
033-37573, No. 033-72568, No. 033-58749, No. 333-20333 and No. 333-90967).
We are also aware of our responsibilities under the Securities Act of 1933.
Yours very truly,
/s/ PricewaterhouseCoopers LLP
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
unaudited condensed consolidated financial statements of T. Rowe Price
Associates, Inc. included in Part I, Item 1 of the accompanying Form 10-Q
Quarterly Report for the period ended March 31, 2000 and is qualified in its
entirety by reference to such financial statements.
</LEGEND>
<CIK> 0000080255
<NAME> T. ROWE PRICE ASSOCIATES, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 438,435,000
<SECURITIES> 250,260,000
<RECEIVABLES> 144,841,000
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0<F1>
<PP&E> 217,867,000<F2>
<DEPRECIATION> 0<F3>
<TOTAL-ASSETS> 1,125,259,000
<CURRENT-LIABILITIES> 0<F1>
<BONDS> 17,632,000
0
0
<COMMON> 24,142,000
<OTHER-SE> 819,113,000
<TOTAL-LIABILITY-AND-EQUITY> 1,125,259,000
<SALES> 0
<TOTAL-REVENUES> 316,331,000
<CGS> 0
<TOTAL-COSTS> 185,540,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 0
<INCOME-PRETAX> 130,791,000
<INCOME-TAX> 49,204,000
<INCOME-CONTINUING> 75,034,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 75,034,000
<EPS-BASIC> .62
<EPS-DILUTED> .58
<FN>
<F1>Item is not contained in registrant's unclassified balance sheet.
<F2>Item is reported net of accumulated depreciation at interim.
<F3>Not reported at interim.
</FN>
</TABLE>
