PRICE T ROWE SHORT TERM U S GOVERNMENT FUND INC
N-30D, 1999-01-08
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- --------------------------------------------------------------------------------
                                  T. Rowe Price
- --------------------------------------------------------------------------------
                                Semiannual Report
                        Short-Term U.S. Government Fund
- --------------------------------------------------------------------------------
                                November 30, 1998
- --------------------------------------------------------------------------------

<PAGE>

REPORT HIGHLIGHTS
================================================================================
     *    Interest   rates,   particularly   on  short-  and   intermediate-term
          securities,  plunged during last summer's financial rout. In response,
          the Federal Reserve lowered key rates three times.

     *    The fund's 6- and  12-month  returns  exceeded  its Lipper  peer group
          average.

     *    Performance  benefited from slightly  longer duration and our focus on
          mortgage-backed  securities  that can either  protect  against or take
          advantage of prepayments.

     *    Cash flow into the fund was initially  invested in Treasuries but will
          be redeployed into higher-yielding mortgage securities.

     *    We  expect  economic  growth to slow and  interest  rates to move in a
          narrow range during the months ahead, an environment that should favor
          your fund.

================================================================================
FELLOW SHAREHOLDERS
     Interest rates plunged and Treasury prices soared during last summer's rout
in the financial markets,  as investors flocked to the safety of U.S. government
securities amid a series of global economic and financial crises. Rate movements
were greatest among short- and  intermediate-term  Treasuries  leading up to the
Federal Reserve's three rate cuts this fall. Top-quality  shorter-term bonds and
your fund  provided  excellent  returns for the 6- and  12-month  periods  ended
November 30.


<PAGE>

MARKET ENVIRONMENT

[Interest Rate Levels chart showing yields of 5-Year Treasury Note, 2-Year 
Treasury Note and 1-Year Treasury Bill from 11/30/97 through 11/30/98)

     The  environment  of the  past  six  months---and  especially  the  anxious
August-through-September  period---proved  to be ideal for your  fund.  Concerns
that  the  U.S.  economy  would  overheat  and  ignite  inflationary  pressures,
particularly  due to rising  employment  costs,  were  overshadowed  by fears of
global  recession,  deflation,  and loss of liquidity in the financial  markets.
Though the domestic  economy  continued its  record-setting  expansion with high
employment and only modest signs of a slowdown, the apparent spread of the Asian
economic crisis caused investors---temporarily, at least---to flee from real and
perceived risks. The subsequent near-failure of a prominent and highly leveraged
hedge fund added fuel to the fire as investors  abandoned  emerging  markets and
lower-quality corporate issues.

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

               PREPARING FOR THE YEAR 2000
               ---------------------------
               The Year 2000 draws closer every day, and it holds
          special meaning beyond the arrival of a new millennium.
          The issue for investors is that many computer  programs
          throughout  the world use two digits instead of four to
          identify  the year  and may  assume  the  next  century
          starts with 1900.  If these  programs are not modified,
          they will not be able to  correctly  handle the century
          change  when  the  year  changes  from  "99" to "00" on
          January  1,  2000,  and they  will no longer be able to
          perform  necessary  functions.   The  Year  2000  issue
          affects all companies and organizations.
<PAGE>

               T. Rowe Price has been taking steps to assure that
          its  computer  systems  and  processes  are  capable of
          functioning  in  the  Year  2000.  Detailed  plans  for
          remediation   efforts  have  been   developed  and  are
          currently being executed.

               OUR PLAN OF ACTION
               ------------------
               We began to address these issues several years ago
          by  requiring  that all new  systems  process and store
          four-digit  years.  We will complete all  reprogramming
          efforts for the major  application  systems,  including
          business applications required to service our customers
          and processing  infrastructure  necessary to ensure the
          integrity of customer data and investments, by December
          31, 1998,  leaving a full 12 months for system testing.
          Because we exchange data  electronically with customers
          and  vendors,  we are  working  with them to assess the
          adequacy of their own compliance  efforts.  Our goal is
          to ensure the continuation of the same level of service
          to all our mutual fund  shareholders  and clients after
          December 31, 1999.
               We are  asking all  vendors  and  companies  we do
          business with for a Year 2000 compliance  status,  with
          the  expectation  that some  organizations  will not be
          able to modify their  interface files prior to December
          31,  1999.  Our goal is to  identify  any  noncompliant
          files so that we can implement  alternative  solutions.
          In  addition,  we are  scheduling  tests  for  critical
          vendors and companies  that claim Year 2000  compliance
          to  ensure  that  time-related  data  and  calculations
          function properly as we move into the next century.
<PAGE>

               SMOOTH TRANSITION PLANNED
               -------------------------
               We  believe  our  programs  and  initiatives  will
          provide a smooth  transition into the next  millennium.
          We are  assessing  all  systems  providing  products or
          services  to  our  retail  mutual  fund   shareholders,
          retirement plan sponsors, and participants,  and we are
          taking  steps to modify  them where  necessary  for the
          Year 2000. Our plan provides time to develop  solutions
          for  all  noncompliant  systems  and  data  files  from
          customers or vendors.
               The  Securities  Industry   Association  (SIA)  is
          coordinating   Year  2000   testing   to  assure   that
          securities     markets,      clearing     corporations,
          depositories,  and third party  service  providers  can
          send,  receive,  and  process  files  and  transactions
          accurately. In late July 1998, the SIA completed a beta
          test of Year 2000  readiness.  The test was  considered
          successful in terms of transactions  completed and will
          serve  as  the  basis   for  the  SIA's   industry-wide
          approach.  During October 1998, T. Rowe Price completed
          its beta test of Year 2000  readiness  with the SIA and
          is ready for the  industry-wide  test that is scheduled
          for March and April 1999.
               For a more  detailed  discussion  of our Year 2000
          effort, as well as continuing  updates on our progress,
          please check our Web site (www.troweprice.com).

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

     Most mortgage securities underperformed Treasuries,  particularly long-term
bonds,  as  the  decline  in  interest  rates  caused   homeowners  to  increase
refinancings and as many hedge funds sold their most liquid assets.  The Federal
Reserve cut key  short-term  interest rates three times in less than two months,
beginning  September  29.  Prior to that the  central  bank had kept the federal
funds target rate  unchanged at 5.5% since early 1997.  As the Fed  demonstrated
its determination to restore  confidence to financial  markets,  Treasuries lost
some of their gains and lower-quality  bonds regained some strength.  From 5.56%
at the beginning of the period,  the yield on the two-year Treasury note fell to
4.1% at the end of October before settling at 4.64% on November 30.

PERFORMANCE AND STRATEGY REVIEW

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

    PERFORMANCE COMPARISON
    ----------------------
    Periods Ended 11/30/98        6 Months        12 Months
    ----------------------        --------        ---------
    Short-Term
    U.S. Government Fund           4.08%            7.13%
    Lipper Average of Short-Term
    U.S. Government Funds          2.18             4.82

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

     The  fund's  return  of 4.08%  for the first  half of our  fiscal  year was
generated  by both income and share price  appreciation  from $4.65 on May 31 to
$4.71 on November 30.  Despite the sharp  decline in interest  rates,  dividends
remained  steady  at $0.13 a share  for the last  six  months.  Over the past 12
months,  dividends  fell just a penny to $0.26 per share.  Performance  for both
periods  outstripped  our peer  group  average,  as shown in the  table,  partly
because of our continued focus on higher-yielding securities and slightly longer
duration. (Duration is a measure of a bond fund's sensitivity to interest rates;
for  example,  a duration of two years means the fund's share price will rise or
fall about two  percent for each  one-percentage-point  fall or rise in interest
rates.)

     The greatest  contributor to performance was a type of structured  mortgage
security called a "principal  only" strip (PO).  These  securities  derive their
value from principal  payments made on underlying 30-year Freddie Mac securities
and helped us take advantage of rising  prepayments.  Purchasing  these types of
structured,  mortgage-backed  securities  has been a priority  since  early this
year, as we began increasing our mortgage  commitment.  Our exposure to POs grew
from 5.8% on May 31 to 9.5% on November 30. We had expected the  continued  high
level of mortgage prepayments, but anticipated only a slightly downward drift in
interest  rates---not the sharp and sudden drop that  occurred.  POs are acutely
sensitive to both interest rates and the rate of principal prepayments,  and, as
a result, these holdings boosted fund returns during the period under review.

==============================
We also  benefited  from 
our emphasis on balloon  
mortgages within the 
mortgage sector.
==============================
<PAGE>

     We also  benefited  from our  emphasis  on  balloon  mortgages  within  the
mortgage sector. These types of loans have less prepayment risk than other types
of mortgages. Even though the nominal maturity of balloon mortgages may be up to
30 years,  their  duration is only one to three  years  because  homeowners  are
required to pay them off or refinance before the balloon date comes due, usually
within five or seven years.  Balloon  mortgages also have attractive yields and,
therefore,  fit well with the fund's  objective of high income and minimal price
fluctuation.  Our balloon position also included purchases in the forward market
to increase our positive  exposure to declining  interest rates. Our holdings of
collateralized  mortgage  obligations  (CMOs),  which we increased  early in the
year, also afforded us protection  against  prepayments  because of the way they
are structured.

     We had expanded our mortgage  positions to as much as 77% of fund assets at
the  beginning  of  the  period,  but  the  unusually  heavy  pace  of  mortgage
refinancings  as well as steady  inflows of new cash into the fund  helped  push
that position down to 64% by November 30.  Proceeds were invested in Treasuries,
which  doubled  from  15% of the  fund  to 30% by the end of the  period.  These
assets, however, will be redeployed into higher-yielding  mortgage securities as
opportunities  present themselves.  Our holdings of very high-quality  corporate
bonds and asset backed securities remained about the same, at 14% of assets.

OUTLOOK

     We expect a period of slower  economic  and  corporate  earnings  growth in
1999, marked by reduced business investment in capital equipment. We are already
seeing signs of a slowdown in the manufacturing  sector in the U.S. In addition,
the strong  dollar and weakening  economic  conditions in Latin America and Asia
should continue to constrain U.S. exports. These factors should limit the growth
of  personal  income.  Finally,  with  consumer  credit  at record  levels,  the
likelihood of a slowdown in consumer spending has increased.  Growth in real GDP
is likely to remain  below 2% at least  through the middle of next year,  but we
don't  expect a  recession.  Upward  pressure on wages and service  sector costs
should be  reduced.  We would  expect  interest  rates to  continue to move in a
narrow range, and we do not foresee another Treasury bond rally of the magnitude
witnessed last summer.  Such an environment  should be beneficial for your fund,
especially if mortgage prepayments can be held at a predictable rate. The fund's
credit quality  remains at the highest level,  AAA, so a slowdown in the economy
should not significantly affect results.

Respectfully submitted,

[signature]

Peter Van Dyke
President
December 17, 1998
================================================================================

<PAGE>

CHANGE IN MANAGEMENT

     Peter  Van Dyke,  a  managing  director  of T. Rowe  Price  Associates  and
director of the taxable bond department, is retiring at the end of 1998. Mr. Van
Dyke joined the company in 1985. We are grateful for his  contributions and wish
him the best for the future.  Heather R. Landon has been  appointed  chairman of
the fund's Investment  Advisory  Committee.  Ms. Landon,  who joined the firm in
1979, has been a member of the Advisory  Committee since the fund's inception in
1991 and has worked very closely with Mr. Van Dyke on the management of the fund
for a number of years. Other members of Short-Term U.S.  Government's  committee
include  James M.  McDonald,  Edmund M. Notzon III,  Gwendolyn  G.  Wagner,  and
William T. Reynolds.

     The preceding  updates the Short-Term  U.S.  Government  Fund prospectus of
October 1, 1998.
================================================================================

<PAGE>

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND

    PORTFOLIO HIGHLIGHTS
    --------------------
    KEY STATISTICS
    --------------
                                                        5/31/98       11/30/98
                                                        -------       --------

Price Per Share                                          $4.65          $4.71

Dividends Per Share

     For 6 months                                         0.13           0.13
     For 12 months                                        0.27           0.26

Dividend Yield *
     For 6 months                                         5.88%          5.51%
     For 12 months                                        6.04           5.77

30-Day Standardized Yield                                 5.76           4.92

Weighted Average Maturity (years)                         2.8            3.0
Weighted Average Effective Duration (years)               2.2            2.3
Weighted Average Quality **                               AAA            AAA

     *    Dividends  earned  and  reinvested  for  the  periods   indicated  are
          annualized and divided by the average daily net asset values per share
          for the same period.
     **   Based on T. Rowe Price research.

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

<PAGE>

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND
- ---------------------------------------------
    PORTFOLIO HIGHLIGHTS
    --------------------
    SECTOR DIVERSIFICATION
    ----------------------
                                                      Percent of     Percent of
                                                      Net Assets     Net Assets
                                                        5/31/98       11/30/98
                                                        -------       --------
U.S. Government Mortgage-Backed Securities                77%            64%
U.S. Treasury Obligations                                 15             30
Corporate Bonds and Notes                                 13              7
Asset-Backed Securities                                    -              6
All Other                                                  6              2
Other Assets Less Liabilities                            -11             -9

Total                                                    100%           100%

================================================================================
T. Rowe Price Short-Term U.S. Government Fund
Performance Comparison
     This chart shows the value of a hypothetical $10,000 investment in the fund
over the past 10 fiscal  year  periods or since  inception  (for  funds  lacking
10-year  records).  The result is compared with a broad-based  average or index.
The index return does not reflect  expenses,  which have been  deducted from the
fund's return.

[Short-Term U.S. Government Fund SEC Chart Shown Here]

Average Annual Compound Total Return
     This table shows how the fund would have  performed each year if its actual
(or  cumulative)  returns  for the  periods  shown had been earned at a constant
rate.
================================================================================
                                                              Since   Inception
Periods Ended 11/30/98       1 Year     3 Years   5 Years   Inception      Date
- ----------------------       ------     -------   -------   ---------      ----
Short-Term U.S. Govern-
     ment Fund                7.13%      6.02%     5.58%       5.04%    9/30/91

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


<PAGE>
================================================================================
FINANCIAL HIGHLIGHTS
Unaudited
                                  For a share outstanding throughout each period
<TABLE>
<CAPTION>
<S>                           <C>        <C>        <C>        <C>        <C>        <C>        <C>      
                            6 Months      Year                                   3 Months++      Year
                               Ended     Ended                                       Ended      Ended
                            11/30/98   5/31/98    5/31/97    5/31/96    5/31/95    5/31/94    2/28/94
                            --------   -------    -------    -------    -------    -------    -------
NET ASSET VALUE
Beginning of period     $     4.65 $     4.62 $    4.59  $    4.67  $    4.65  $    4.75  $    4.83
- ------------------------------------------------------------------------------------------------------
Investment activities
  Net investment income       0.13*      0.27*     0.28*      0.28*      0.26*      0.06*      0.23*
  Net realized and
  unrealized gain (loss)      0.06       0.03      0.03      (0.08)      0.01      (0.11)     (0.08)
- ------------------------------------------------------------------------------------------------------
  Total from
  investment activities       0.19       0.30      0.31       0.20       0.27      (0.05)      0.15
- ------------------------------------------------------------------------------------------------------
Distributions
  Net investment income      (0.13)     (0.27)    (0.27)     (0.27)     (0.24)     (0.05)     (0.17)
  Tax return of capital          -          -     (0.01)     (0.01)     (0.01)         -      (0.06)
- ------------------------------------------------------------------------------------------------------
  Total distributions        (0.13)     (0.27)    (0.28)     (0.28)     (0.25)     (0.05)     (0.23)
- ------------------------------------------------------------------------------------------------------
NET ASSET VALUE
End of period           $     4.71 $     4.65 $    4.62  $    4.59  $    4.67  $    4.65  $    4.75
Ratios/Supplemental=Data==============================================================================
Total returns ^               4.08%*     6.71%*    6.90%*     4.31%*     6.14%*    (0.97)%*    3.11%*
- ------------------------------------------------------------------------------------------------------
Ratio of expenses to
average net assets            0.70%*+    0.70%*    0.70%*     0.70%*     0.59%*    0.50%*+     0.40%*
- ------------------------------------------------------------------------------------------------------
Ratio of net investment
income to average
net assets                    5.40%*+    5.88%*    6.05%*     5.93%*     5.48%*    4.69%*+     4.78%*
- ------------------------------------------------------------------------------------------------------
Portfolio turnover rate    106.3%+      107.5%    82.9%     152.8%     100.0%     27.6%+      70.4%
- ------------------------------------------------------------------------------------------------------
Net assets, end of period
(in thousands)             $137,315  $ 109,863  $  92,697  $  98,529  $ 112,387  $ 187,517  $ 225,154
- ------------------------------------------------------------------------------------------------------
</TABLE>
     ^    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 0.40% voluntary expense limitation in
          effect  September 1, 1992 through February 28, 1994, a 0.50% voluntary
          expense  limitation in effect March 1, 1994 through August 31, 1994, a
          0.60% voluntary expense limitation in effect September 1, 1994 through
          February 28, 1995, and a 0.70% voluntary expense  limitation in effect
          March 1, 1995 through May 31, 2000.
     +    Annualized
     ++   The fund's fiscal year-end was changed to May 31.

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

<PAGE>

UNAUDITED                                                 NOVEMBER 30, 1998
STATEMENT OF NET ASSETS
                                                         PAR             VALUE
                                                             IN THOUSANDS
U.S. GOVERNMENT MORTGAGE-BACKED SECURITIES==63.5%
U.S. Government Agency ARM  2.4%
Federal National Mortgage Assn.
       6.122%, 3/1/20                             $          112  $        113
- -------------------------------------------------------------------------------
       6.125%, 8/1/17 - 7/1/18                               262           264
- -------------------------------------------------------------------------------
       6.131%, 1/1/19                                        762           768
- -------------------------------------------------------------------------------
       6.132%, 15/1/17 - 8/1/20                              415           418
- -------------------------------------------------------------------------------
       6.14%, 3/1/18                                          27            27
- -------------------------------------------------------------------------------
       6.141%, 3/1/19                                         10            10
- -------------------------------------------------------------------------------
       6.149%, 12/1/16 - 10/1/27                             609           614
- -------------------------------------------------------------------------------
       6.159%, 3/1/24                                        104           105
- -------------------------------------------------------------------------------
       6.161%, 11/1/20 - 5/1/31                              770           776
- -------------------------------------------------------------------------------
       6.817%, 10/1/14                                        10            10
- -------------------------------------------------------------------------------
       7.055%, 11/1/21                                       124           125
- -------------------------------------------------------------------------------
       7.125%, 5/1/17                                         42            42
- -------------------------------------------------------------------------------
                                                                         3,272

<PAGE>

U.S. Government Agency Obligations  55.0%
Federal Home Loan Mortgage
    5 year balloon
       5.00%, 6/1/99                                         251           251
- -------------------------------------------------------------------------------
       5.50%, 3/1 - 12/1/99                                3,737         3,738
- -------------------------------------------------------------------------------
       6.50%, 6/1/99 - 9/1/02                              6,101         6,154
- -------------------------------------------------------------------------------
       7.00%, 9/1/01                                       2,698         2,740
- -------------------------------------------------------------------------------
       8.00%, 2/1/00                                          23            24
- -------------------------------------------------------------------------------
    7 year balloon
       6.50%, 12/1/99 - 12/1/03                            4,074         4,112
- -------------------------------------------------------------------------------
       7.00%, 1/1/00 - 8/1/01                              2,477         2,505
- -------------------------------------------------------------------------------
    REMIC
       5.25%, 11/15/16                                     1,067         1,060
- -------------------------------------------------------------------------------
       5.85%, 11/15/17                                       942           938
- -------------------------------------------------------------------------------
       7.50%, 11/15/17                                       287           287
- -------------------------------------------------------------------------------
       7.75%, 8/15/21                                      3,387         3,513
- -------------------------------------------------------------------------------
Federal National Mortgage Assn.
       6.00%, 7/1 - 11/1/13                                2,525         2,527
- -------------------------------------------------------------------------------
       7.00%, 9/1/03                                       1,992         2,035
- -------------------------------------------------------------------------------
    7 year balloon, 7.50%, 3/1/99 - 8/1/01                   704           710
- -------------------------------------------------------------------------------

<PAGE>

Federal National Mortgage Assn.
    REMIC
       5.75%, 6/25/06                             $        1,315  $      1,306
- -------------------------------------------------------------------------------
       6.00%, 11/18/17                                     5,000         5,080
- -------------------------------------------------------------------------------
       6.10%, 8/25/21                                      2,453         2,438
- -------------------------------------------------------------------------------
       6.50%, 6/18/11                                      5,000         5,036
- -------------------------------------------------------------------------------
       7.00%, 4/18/22                                      4,000         4,055
- -------------------------------------------------------------------------------
       Principal Only, 9/25/00 - 11/25/23                 13,640        13,089
- -------------------------------------------------------------------------------
       Inverse Floater, 12.806%, 6/25/99                   1,333         1,407
- -------------------------------------------------------------------------------
    TBA, 6.00%, 1/1/13                                    12,500        12,551
- -------------------------------------------------------------------------------
                                                                        75,556
- -------------------------------------------------------------------------------
U.S. Government Guaranteed Obligations  6.1%
Government National Mortgage Assn.
    I, 11.50%, 3/15/10 - 12/15/15                          2,061         2,344
- -------------------------------------------------------------------------------
    Project Loan, I, 9.125%, 12/15/28                      1,785         1,835
- -------------------------------------------------------------------------------
    REMIC, 9.00%, 7/20/23                                  4,034         4,198
- -------------------------------------------------------------------------------
                                                                         8,377
- -------------------------------------------------------------------------------
Total U.S. Government Mortgage-Backed Securities (Cost  $86,951)        87,205
- -------------------------------------------------------------------------------

<PAGE>

U.S.=GOVERNMENT=OBLIGATIONS==29.8%=============================================
U.S. Treasury Obligations  29.8%
U.S. Treasury Notes
       5.25%, 8/15/03                                     14,000        14,409
- -------------------------------------------------------------------------------
       5.375%, 6/30/03                                     4,500         4,647
- -------------------------------------------------------------------------------
       5.50%, 5/31/03                                      9,000         9,314
- -------------------------------------------------------------------------------
       5.75%, 11/30/02                                     8,750         9,093
- -------------------------------------------------------------------------------
       6.00%, 7/31/02                                      1,500         1,568
- -------------------------------------------------------------------------------
       6.25%, 8/31/02                                      1,000         1,054
- -------------------------------------------------------------------------------
       6.625%, 4/30/02                                       750           797
- -------------------------------------------------------------------------------
Total U.S. Government Obligations (Cost  $39,971)                       40,882
- -------------------------------------------------------------------------------
ASSET-BACKED=SECURITIES==5.6%==================================================
Puget Sound Energy Conservation, 6.23%, 7/11/02            3,601         3,675
- -------------------------------------------------------------------------------
IMC Home Equity Loan Trust, 6.36%, 8/20/22                 4,000         4,006
- -------------------------------------------------------------------------------
Total Asset-Backed Securities (Cost  $4,024)                             7,681
- -------------------------------------------------------------------------------

<PAGE>

CORPORATE=BONDS=AND=NOTES==7.5%================================================
Finance and Credit  5.1%
Associates Corp. N.A., MTN, 6.90%, 7/29/02        $        3,600  $      3,774
- -------------------------------------------------------------------------------
Ciesco, MTN, (144a), 7.38%, 4/19/00 +                      3,250         3,274
- -------------------------------------------------------------------------------
                                                                         7,048
- -------------------------------------------------------------------------------
Investment Dealers  0.9%
Merrill Lynch, 8.00%, 2/1/02                               1,220         1,302
- -------------------------------------------------------------------------------
                                                                         1,302
- -------------------------------------------------------------------------------
Telephone  1.5%
Southwestern Bell Telephone, 6.375%, 4/1/01                2,000         2,048
- -------------------------------------------------------------------------------
                                                                         2,048
- -------------------------------------------------------------------------------
Total Corporate Bonds and Notes (Cost  $13,853)                         10,398
- -------------------------------------------------------------------------------
NON-GOVERNMENT=SECURITIES==0.4%================================================
Non-Government Agency ARM  0.4%
Ryland Mercury Savings Trust, MPC,
                            6.497%, 10/15/18             378               377
- -------------------------------------------------------------------------------
Salomon Brothers Mortgage Securities, MPC,
                            6.625%, 7/25/18              164               163
- -------------------------------------------------------------------------------
Total Non-Government Securities (Cost  $559)                               540
MONEY=MARKET=FUNDS==1.8%=======================================================
Reserve Investment Fund, 5.34% #                           2,443         2,443
- -------------------------------------------------------------------------------
Total Money Market Funds (Cost  $2,443)                                  2,443
=Total=Investments=in=Securities===============================================
 108.6% of Net Assets (Cost  $147,801)                            $    149,149
=Other=Assets=Less=Liabilities=================================================
 Including $12,552 Payable for
               Investment Securities Purchased                         (11,834)
===============================================================================
 NET ASSETS                                                       $    137,315
===============================================================================
 Net Assets Consist of:
 Accumulated net investment income -
     net of distributions                                         $       (530)
 Accumulated net realized gain/loss -
     net of distributions                                              (23,111)
 Net unrealized gain (loss)                                              1,348
 Paid-in-capital applicable to 29,155,674
     shares of $0.01 par value capital stock
     outstanding; 1,000,000,000 shares authorized                      159,608
===============================================================================
 NET ASSETS                                                       $    137,315
===============================================================================
 NET ASSET VALUE PER SHARE                                     $          4.71
===============================================================================
     +    Private placement
     #    Seven-day yield
     ARM  Adjustable Rate Mortgage
 Inverse 
 Floater  Inverse floating rate note;  interest  rate is  inversely  tied to a
          published index - rate shown reflects current rate at 11/30/98
     MPC  Mortgage Pass-through Certificate
     MTN  Medium Term Note
     REMIC Real Estate Mortgage Investment Conduit
     TBA  To be announced security was purchased on a forward commitment basis
     144a Security was purchased  pursuant to Rule 144a under the Securities Act
          of 1933 and may not be resold subject to that rule except to qualified
          institutional buyers -- total of such securities at period-end amounts
          to 2.4% of net assets.

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

T. Rowe Price Short-Term U.S. Government Fund
Unaudited
    Statement of Operations
    In thousands
                                                                Ended
                                                             11/30/98
                                                             --------
Investment Income
Interest income                                        $        3,825
Expenses
      Investment management                                       221
      Shareholder servicing                                        93
      Custody and accounting                                       69
      Prospectus and shareholder reports                           22
      Registration                                                 17
      Legal and audit                                               7
      Directors                                                     3
      Proxy and annual meeting                                      3
      Miscellaneous                                                 2
      Total expenses                                              437
Net investment income                                           3,388
Realized and Unrealized Gain (Loss)
Net realized gain (loss) on securities                            106
Change in net unrealized gain or loss on securities             1,212
Net realized and unrealized gain (loss)                         1,318

INCREASE (DECREASE) IN NET
ASSETS FROM OPERATIONS                                       $  4,706


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

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

<PAGE>

T. ROWE PRICE SHORT-TERM U.S. GOVERNMENT FUND
UNAUDITED
    STATEMENT OF CHANGES IN NET ASSETS
    IN THOUSANDS
                                                        6 Months         Year
                                                           Ended        Ended
                                                        11/30/98      5/31/98
                                                        --------      -------
Increase (Decrease) in Net Assets
Operations
      Net investment income ...........................$   3,388    $   5,933
      Net realized gain (loss) ........................      106          377
      Change in net unrealized gain or loss ...........    1,212          309
      Increase (decrease) in net assets from operations    4,706        6,619

Distributions to shareholders
      Net investment income ...........................   (3,388)      (5,933)

Capital share transactions *
      Shares sold .....................................   51,312       45,481
      Distributions reinvested ........................    2,955        5,060
      Shares redeemed .................................  (28,133)     (34,061)
      Increase (decrease) in net assets from capital
      share transactions ..............................   26,134       16,480

Net Assets
Increase (decrease) during period .....................   27,452       17,166
Beginning of period ...................................  109,863       92,697
End of period .........................................$ 137,315    $ 109,863

* Share information
          Shares sold .................................   10,900        9,770
          Distributions reinvested ....................      628        1,087
          Shares redeemed .............................   (5,979)      (7,315)
          Increase (decrease) in shares outstanding ...    5,549        3,542

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

T. Rowe Price Short-Term U.S. Government Fund
Unaudited                                                     November 30, 1998
Notes to Financial Statements
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES

     T.  Rowe  Price  Short-Term  U.S.  Government  Fund,  Inc.  (the  fund)  is
registered under the Investment  Company Act of 1940 as a diversified,  open-end
management investment company and commenced operations on September 30, 1991.

     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.

     Valuation  Debt  securities  are generally  traded in the  over-the-counter
market.  Investments in securities with original  maturities of one year or more
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 with original
maturities  of less than one year are stated at fair value,  which is determined
by using a matrix system that  establishes  a value for each  security  based on
money market yields.

     Investments  in mutual  funds are valued at the closing net asset value per
share of the mutual fund on the day of valuation.

     Assets  and  liabilities  for  which  the above  valuation  procedures  are
inappropriate  or are deemed not to reflect  fair value are stated at fair value
as determined in good faith by or under the  supervision  of the officers of the
fund, as authorized by the Board of Directors.
<PAGE>

     Premiums and  Discounts  Premiums and discounts on debt  securities,  other
than  mortgage-backed   securities  (MBS),  are  amortized  for  both  financial
reporting  and tax purposes.  Premiums and  discounts on all MBS are  recognized
upon disposition or principal  repayment as gain or loss for financial reporting
purposes. For tax purposes,  premiums and discounts on MBS acquired on or before
June 8, 1997,  are  recognized  upon  disposition  or  principal  repayments  as
ordinary income. For MBS acquired after June 8, 1997, premiums are recognized as
gain or loss;  discounts are recognized as gain or loss, except to the extent of
accrued market discount.

     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  the  fund  on  the  ex-dividend  date.  Income  and  capital  gain
distributions  are determined in accordance  with federal income tax regulations
and may differ from those  determined  in  accordance  with  generally  accepted
accounting principles.

NOTE 2 - INVESTMENT TRANSACTIONS

     Purchases and sales of portfolio securities, other than short-term and U.S.
government securities,  aggregated $4,024,000 and $1,238,000,  respectively, for
the six months ended November 30, 1998.  Purchases and sales of U.S.  government
securities  aggregated  $94,796,000 and $68,683,000,  respectively,  for the six
months ended November 30, 1998.

NOTE 3 - FEDERAL INCOME TAXES
<PAGE>

     No provision for federal income taxes is required since the fund intends to
continue to qualify as a regulated  investment company and distribute all of its
taxable income.  As of May 31, 1998 the fund had capital loss  carryforwards for
federal  income tax purposes of  $23,217,000,  of which  $12,330,000  expires in
2000,  $5,229,000 in 2001,  and  $5,658,000  thereafter  through 2005.  The fund
intends  to  retain  gains  realized  in  future  periods  that may be offset by
available capital loss carryforwards.

     At November  30,  1998,  the cost of  investments  for  federal  income tax
purposes  was  substantially  the same as for  financial  reporting  and totaled
$147,801,000.  Net unrealized gain aggregated $1,348,000 at period end, of which
$1,704,000  related to  appreciated  investments  and  $356,000  to  depreciated
investments.

NOTE 4 - RELATED PARTY TRANSACTIONS

     The  investment  management  agreement  between  the fund and T. Rowe Price
Associates, Inc. (the manager) provides for an annual investment management fee,
of which $45,000 was payable at November 30, 1998. 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
November 30, 1998, and for the six months then ended, the effective annual group
fee rate was 0.32%. The fund pays a pro-rata share of the group fee based on the
ratio of its net assets to those of the group.

     Under the terms of the  investment  management  agreement,  the  manager is
required to bear any expenses through May 31, 2000, which would cause the fund's
ratio of expenses to average net assets to exceed 0.70%. Thereafter, through May
31,  2002,  the fund is required to  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 0.70%.  Pursuant to this  agreement,  $42,000 of
management  fees were not accrued by the fund for the six months ended  November
30,  1998.  Pursuant  to a  previous  agreement,  $266,000  remains  subject  to
reimbursement through May 31, 2000.
<PAGE>

     In addition,  the fund has entered into agreements with the manager and two
wholly owned  subsidiaries  of the manager,  pursuant to which the fund receives
certain other services. The manager computes the daily share price and maintains
the financial  records of the fund. T. Rowe Price  Services,  Inc. is the fund's
transfer  and  dividend   disbursing   agent  and   provides   shareholder   and
administrative  services to the fund. T. Rowe Price  Retirement  Plan  Services,
Inc. provides  subaccounting and recordkeeping  services for certain  retirement
accounts  invested in the fund.  The fund  incurred  expenses  pursuant to these
related  party  agreements  totaling  approximately  $126,000 for the six months
ended November 30, 1998, of which $23,000 was payable at period-end.

     The fund may invest in the Reserve  Investment Fund and Government  Reserve
Investment  Fund   (collectively,   the  Reserve  Funds),   open-end  management
investment companies managed by T. Rowe Price Associates, Inc. The Reserve Funds
are offered as cash  management  options only to mutual funds and other accounts
managed by T. Rowe Price and its affiliates and are not available to the public.
The Reserve  Funds pay no investment  management  fees.  Distributions  from the
Reserve  Funds to the fund for the six months ended  November 30, 1998,  totaled
$153,000 and are reflected as interest income in the  accompanying  Statement of
Operations.

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

<PAGE>

T. Rowe Price Shareholder Services
- --------------------------------------------------------------------------------

INVESTMENT SERVICES AND INFORMATION

     KNOWLEDGEABLE SERVICE REPRESENTATIVES

     BY PHONE 1-800-225-5132 Available Monday through Friday from
     8 a.m. to 10 p.m. ET and weekends from 8:30 a.m. to 5 p.m. ET.

     IN PERSON Available in T. Rowe Price Investor Centers.

     Account Services
     
     CHECKING Available on most fixed income funds ($500 minimum).

     AUTOMATIC INVESTING From your bank account or paycheck.

     AUTOMATIC WITHDRAWAL Scheduled, automatic redemptions.

     DISTRIBUTION OPTIONS Reinvest all, some, or none of your
     distributions.

     AUTOMATED 24-HOUR SERVICES Including Tele*Access [Registration Mark] and 
     the T. Rowe Price Web site on the Internet. Address: www.troweprice.com

     DISCOUNT BROKERAGE*

     INDIVIDUAL INVESTMENTS Stocks, bonds, options, precious metals,
     and other securities at a savings over regular commission rates.

     INVESTMENT INFORMATION
<PAGE>

     COMBINED STATEMENT Overview of all your accounts with T. Rowe Price.

     SHAREHOLDER REPORTS Fund managers' reviews of their strategies and results.

     T. ROWE PRICE REPORT Quarterly investment newsletter discussing
     markets and financial strategies.

     PERFORMANCE UPDATE Quarterly review of all T. Rowe Price fund results.

     INSIGHTS Educational reports on investment strategies and 
     financial markets.

     INVESTMENT GUIDES Asset Mix Worksheet, College Planning Kit, Diversifying 
     Overseas: A Guide to International Investing, Personal Strategy Planner, 
     Retirees Financial Guide, and Retirement Planning Kit.

     *    A  division  of  T.  Rowe  Price  Investment  Services,   Inc.  Member
          NASD/SIPC.
================================================================================

<PAGE>

T. Rowe Price Mutual Funds
- --------------------------------------------------------------------------------
STOCK FUNDS
- --------------------------------------------------------------------------------
DOMESTIC
Blue Chip Growth
Capital Appreciation
Capital Opportunity
Diversified Small-Cap Growth
Dividend Growth
Equity Income
Equity Index 500*  
Extended  Equity  Market Index  
Financial  Services  
Growth & Income 
Growth Stock 
Health  Sciences 
Media &  Telecommunications  
Mid-Cap Growth
Mid-Cap Value 
New America  Growth 
New Era 
New  Horizons**  
Real Estate 
Science & Technology  
Small-Cap  Stock 
Small-Cap Value 
Spectrum Growth 
Total Equity Market Index 
Value  

INTERNATIONAL/GLOBAL  
Emerging  Markets Stock 
European Stock 
Global Stock 
International  Discovery  
International Stock 
Japan 
Latin America 
New Asia
Spectrum  International  
<PAGE>


BOND FUNDS 
- --------------------------------------------------------------------------------
DOMESTIC TAXABLE  
Corporate Income 
GNMA 
High Yield 
New Income  
Short-Term  Bond 
Short-Term  U.S.  Government  
Spectrum Income
Summit GNMA 
Summit  Limited-Term Bond 
U.S.  Treasury  Intermediate 
U.S. Treasury Long-Term  

DOMESTIC  TAX-FREE  
California  Tax-Free  Bond  
Florida  Intermediate Tax-Free***  
Georgia  Tax-Free Bond 
Maryland  Short-Term  Tax-Free Bond 
Maryland Tax-Free Bond 
New Jersey  Tax-Free Bond 
New York Tax-Free Bond 
Summit  Municipal Income  
Summit  Municipal  Intermediate  
Tax-Free  High  Yield  
Tax-Free  Income
Tax-Free  Intermediate  Bond+  
Tax-Free  Short-Intermediate  
Virginia  Short-Term Tax-Free Bond 
Virginia Tax-Free Bond

INTERNATIONAL/GLOBAL  
Emerging Markets Bond 
Global Bond++ 
International Bond 


<PAGE>

MONEY MARKET FUNDS+++
- --------------------------------------------------------------------------------
TAXABLE 
Prime Reserve  
Summit Cash  Reserves 
U.S.  Treasury  Money

TAX-FREE  
California  Tax-Free  Money 
New York Tax-Free  Money 
Summit  Municipal Money Market  
Tax-Exempt  Money 


BLENDED ASSET FUNDS 
- --------------------------------------------------------------------------------
Balanced  
Personal  Strategy Balanced  
Personal  Strategy  Growth  
Personal  Strategy  Income   
Tax-Efficient Balanced 

T. ROWE PRICE NO-LOAD VARIABLE ANNUITY 
- --------------------------------------------------------------------------------
Equity Income Portfolio
International Stock Portfolio
Limited-Term Bond Portfolio
Mid-Cap Growth Portfolio
New America Growth Portfolio
Personal Strategy Balanced Portfolio
Prime Reserve Portfolio

*      Formerly named Equity Index.
**     Closed to new investors.
***    Formerly named Florida Insured Intermediate Tax-Free.
+      Formerly named Tax-Free Insured Intermediate Bond.
++     Formerly named Global Government Bond.
+++    Neither the funds nor their share prices are insured or guaranteed by the
       U.S. government.
<PAGE>

Please call for a prospectus. Read it carefully before investing.

     The T. Rowe Price No-Load  Variable  Annuity [#V6021] is issued by SECURITY
BENEFIT LIFE INSURANCE COMPANY.  In New York, it  [#FSB201(11-96)]  is issued by
FIRST SECURITY BENEFIT LIFE INSURANCE COMPANY of New York, White Plains,  NY. T.
Rowe Price  refers to the  underlying  portfolios'  investment  managers and the
distributors,  T. Rowe Price Investment Services,  Inc.; T. Rowe Price Insurance
Agency,  Inc.; and T. Rowe Price  Insurance  Agency of Texas,  Inc. The Security
Benefit Group of Companies and the T. Rowe Price  companies are not  affiliated.
The  variable  annuity may not be  available  in all states.  The  contract  has
limitations.  Call a  representative  for  costs  and  complete  details  of the
coverage.

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

<PAGE>

ANNUAL MEETING RESULTS
     The Short-Term  U.S.  Government Fund held an annual meeting on October 15,
1998,  to elect  directors  of the fund and to ratify  the  Board of  Directors'
selection   of   PricewaterhouseCoopers   L.L.P.   as  the  fund's   independent
accountants.

     The results of voting were as follows (by number of shares):

     For nominees to the Board of Directors of the  
Short-Term  U.S.  Government Fund:
Calvin W. Burnett
    In favor: .........................13,890,472.634
    Withheld: .........................   288,292.351

Anthony W. Deering
    In favor: .........................13,894,528.216
    Withheld: .........................   284,236.769

F. Pierce Linaweaver
    In favor: .........................13,863,023.729
    Withheld: .........................   315,741.256

William T. Reynolds
    In favor: .........................13,917,686.751
    Withheld: .........................   261,078.234

James S. Riepe
    In favor: .........................13,891,144.132
    Withheld: .........................   287,620.853

John G. Schreiber
    In favor: .........................13,899,121.665
    Withheld: .........................   279,643.320
<PAGE>

M. David Testa
    In favor: .........................13,917,686.751
    Withheld: .........................   261,078.234

For PricewaterhouseCoopers L.L.P
as independent accountants:
    In favor: .........................13,661,289.230
    Withheld: .........................   114,261.715
    Abstained: ........................   403,214.040
================================================================================
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 DISCOUNT BROKERAGE 
ACCOUNT OR OBTAIN INFORMATION, 
CALL: 1-800-638-5660 toll free 

INTERNET ADDRESS:  
www.troweprice.com  

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

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 Short-Term U.S. 
Government 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

ARCO Tower
31st Floor
515 South Flower St.
Los Angeles, CA 90071

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

T. Rowe Price Investment Services, Inc., Distributor.         F69-051  11/30/98


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