PRICE T ROWE VALUE FUND INC
N-30D, 1995-08-11
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SemiAnnual Report

T. Rowe Price Value Fund

June 30, 1995

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

For assistance with your existing
fund account, call:
Shareholder Service Center
1-800-225-5132 toll free
625-6500 Baltimore area

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

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

T. Rowe Price
Investment With Confidence (Registered Trademark)

VAL

Fellow Shareholders

The equity market advanced sharply in the second quarter, continuing the trend
established at the beginning of the year. The 20.2% advance over the first
half is the strongest since the first half of 1987 and ranks eighth since
1926. It has been a perfect environment for stocks, with expectations of a
soft landing for the economy, falling interest rates, good corporate earnings,
and heavy demand for equities. It is difficult to see how the situation can
improve.
      Your fund continued to perform extremely well in the second quarter of
the year. One of the characteristics of a value investment approach is the
need for a reasonably long time horizon. We make investments that we expect to
bear fruit over several years rather than months, and we are, therefore, all
the more pleased by the returns your fund generated in the first half of 1995.
It trailed the unmanaged Standard & Poor's 500 Stock Index slightly in the
second quarter, but strongly outperformed both the index and its peer group
average in the first half.

Performance Comparison

                               Periods Ended 6/30/95
                               3 Months     6 Months
                               _____________________

Value Fund                       8.5%         23.4%

S&P 500                          9.6          20.2

Lipper Growth & Income
    Fund Average                 8.1          16.8

Dividend Distribution

On June 27, your Board of Directors declared a second quarter dividend of
$0.07 per share, bringing the total for 1995 to $0.14 per share. The second
quarter distribution was paid on June 29 to shareholders of record on June 27.
You should have received your check or statement reflecting the distribution.

Portfolio Review

Our investment approach focuses on companies we believe are undervalued in
terms of price/earnings ratios, price to cash flow, price to assets or private
market value, or some combination of these measures. We believe that
undervalued companies provide investors with attractive risk and return
opportunities, and historical evidence supports this view.
    Despite the ebullient market, we have still been able to identify
appealing stocks. As always, we are drawn toward out-of-favor companies. We
invested in several retailers, including Dayton Hudson, Petrie Stores, and
Nordstrom, and cyclical companies such as Chrysler, Federal-Mogul, and
Southern Pacific Rail. Their stocks had come under pressure, and we liked
their inviting valuations and significant potential for appreciation.
    Other undervalued stocks in the portfolio include Chris-Craft Industries,
a company rich in media assets; Telephone and Data Systems, which has strong
telecommunications and cellular properties; and USX-Marathon, an energy
development and production firm with extensive oil and gas reserves. We also
made investments in stocks whose prices, in our view, have declined to bargain
basement levels, such as U.S. Industries, a spin-off from British industrial
management conglomerate Hanson; Brooklyn Bancorp; and Canadian oil field
services company Nowsco Well Services.
    Genentech is our largest holding and perhaps most intriguing investment.
Because of a special agreement the company struck with the Swiss multinational
company Roche, Genentech shareholders are guaranteed a cash return, which
could rise if the new product pipeline proves more rewarding than anticipated.
The stock has appreciation potential and little downside risk, in our view. We
also initiated positions in two insurance companies, UNUM and Home Beneficial,
both of which have strong business franchises and valuations too attractive to
overlook. Among stocks eliminated from the portfolio was Lotus Development,
which was acquired by IBM at a price substantially higher than our purchase
price.
    We increased the common stock portion of the portfolio to 83% of assets
from 75% at the end of the first quarter and reduced cash reserves to 11% from
14%. The bond portion was eliminated from the small 3% weighting, since we
believe the rally there is largely over.

Chart 1 - Security Diversification

Summary and Outlook

The stock market's powerful advance so far this year surprised many observers,
including us. Our current view is that the overall market is fairly high in
terms of most measures of value, and many investors appear to have thrown
caution and risk aversion to the wind. Our outlook is for modest stock returns
during the rest of the year, and we believe investors should be prepared for
increased volatility such as we experienced after the close of our reporting
period.
    However, in any stock market environment we expect to find investments
meeting our value criteria. Out-of-favor stocks are almost always available,
even in generally overvalued markets. We will continue to seek opportunities
with the most attractive risk and return characteristics and will proceed with
caution in the months ahead.
    As always, we appreciate your confidence and support.

                                         Respectfully submitted,



                                         
                                         Brian C. Rogers
                                         President and Chairman of the
                                         Investment Advisory Committee

July 19, 1995

Twenty-Five Largest Holdings

June 30, 1995
                                           Percent of
Company                                    Net Assets
____________________________              ____________

Genentech                                      2.4%

Federal-Mogul                                  2.0

Southern Pacific Rail                          1.9

UNUM                                           1.9

Provident Bankshares                           1.8

Automatic Data Processing                      1.8

Dayton Hudson                                  1.7

Chris-Craft Industries                         1.7

Chrysler                                       1.5

Telephone and Data Systems                     1.5

Home Beneficial (Class B)                      1.4

U.S. Industries                                1.4

Petrie Stores                                  1.4

U.S. Bancorp                                   1.4

Brooklyn Bancorp                               1.4

Time Warner                                    1.3

Perrigo                                        1.3

New York Times (Class A)                       1.3

California Federal Bank                        1.3

GTE                                            1.2

Nowsco Well Service                            1.2

USX-Marathon                                   1.2

ADT                                            1.2

Nordstrom                                      1.2

Shawmut National                               1.2
________________________________________________________________

Total                                         37.6%

Major Portfolio Changes

Three Months Ended June 30, 1995

LARGEST PURCHASES*

                                           Cost (000)
                                           __________

Genentech                                      $570

Southern Pacific Rail                           498

UNUM                                            405

Dayton Hudson                                   397

Telephone and Data Systems                      386

U.S. Industries                                 347

Chrysler                                        340

Perrigo                                         339

Home Beneficial (Class B)                       338

Exide                                           318

LARGEST SALES**

                                         Proceeds (000)
                                         ______________

Exide                                          $400

U.S. Treasury Notes, 7.125%, 2/29/00            308

Honeywell                                       260

Lotus Development                               256

Trinova                                         240

U.S. Treasury Notes, 7.25%, 8/15/04             207

Schlumberger                                    189

Kansas City Southern Industries                 145

McKesson                                        140

Santa Fe Pacific Gold                           137

  *All positions added
**All positions eliminated


Statement of Net Assets

T. Rowe Price Value Fund / June 30, 1995 (Unaudited)

(values in thousands)

Common Stocks - 82.5%

FINANCIAL - 19.5%
                                                                   Value
                                                                 _________
BANK & TRUST - 11.1%
      5,000  shs.      AmSouth Bancorporation. . . . . . . . .  $    163
      5,000            Bank of Boston. . . . . . . . . . . . .       187
     10,000         *  Brooklyn Bancorp. . . . . . . . . . . .       335
     25,000         *  California Federal Bank 
                         (Class A) . . . . . . . . . . . . . .       328
     30,000            Hibernia (Class A). . . . . . . . . . .       266
      4,000            Mellon Bank . . . . . . . . . . . . . .       167
      6,000            Midlantic . . . . . . . . . . . . . . .       239
     17,000            Provident Bankshares. . . . . . . . . .       453
      9,000            Shawmut National. . . . . . . . . . . .       287
     14,000            U. S. Bancorp . . . . . . . . . . . . .       337

                                                                   2,762

INSURANCE - 5.6%
      2,500            American General. . . . . . . . . . . .        84
      2,500            American National Insurance . . . . . .       152
     17,000            Home Beneficial (Class B) . . . . . . .       355
      4,000            Kemper. . . . . . . . . . . . . . . . .       186
      8,800            NYMAGIC . . . . . . . . . . . . . . . .       140
     10,000            UNUM. . . . . . . . . . . . . . . . . .       469

                                                                   1,386

FINANCIAL SERVICES - 2.8%
      3,000            AMBAC . . . . . . . . . . . . . . . . .       120
      2,000            Fannie Mae. . . . . . . . . . . . . . .       189
     10,000            PXRE. . . . . . . . . . . . . . . . . .       235
      3,000            Sallie Mae. . . . . . . . . . . . . . .       141

                                                                     685

Total Financial                                                    4,833

UTILITIES - 6.3%

TELEPHONE - 2.7%
      9,000            GTE . . . . . . . . . . . . . . . . . .       307
     10,000            Telephone and Data Systems. . . . . . .       364

                                                                     671

ELECTRIC UTILITIES - 3.6%
      9,000            Centerior Energy. . . . . . . . . . . .        87
     10,000            Entergy . . . . . . . . . . . . . . . .       241
     18,000            Niagara Mohawk. . . . . . . . . . . . .       265
      4,000            PacifiCorp. . . . . . . . . . . . . . .        75
     10,000            Potomac Electric Power. . . . . . . . .       215

                                                                     883

Total Utilities                                                    1,554

CONSUMER NONDURABLES - 14.5%

BEVERAGES - 1.1%
      3,000  shs.      Brown-Forman (Class B). . . . . . . . .  $    100
      8,000            Coca-Cola FEMSA ADR . . . . . . . . . .       170

                                                                     270

HOSPITAL SUPPLIES/HOSPITAL 
MANAGEMENT - 1.8%
     10,000         *  FHP International . . . . . . . . . . .       232
      7,000            U. S. Healthcare. . . . . . . . . . . .       215

                                                                     447

PHARMACEUTICALS - 6.9%
      3,000         *  Biogen. . . . . . . . . . . . . . . . .       134
      4,000         *  Chiron. . . . . . . . . . . . . . . . .       259
     12,000         *  Genentech . . . . . . . . . . . . . . .       583
     30,000         *  Perrigo . . . . . . . . . . . . . . . .       330
     12,000         *  Roberts Pharmaceutical. . . . . . . . .       261
      4,000            Upjohn. . . . . . . . . . . . . . . . .       152

                                                                   1,719


MISCELLANEOUS CONSUMER PRODUCTS - 4.7%
      2,500            American Brands . . . . . . . . . . . .        99
      9,000            Brunswick . . . . . . . . . . . . . . .       153
     10,000         *  Chic by H.I.S.. . . . . . . . . . . . .       113
      5,000            Dial. . . . . . . . . . . . . . . . . .       124
     25,000         *  Dixie Yarns . . . . . . . . . . . . . .       169
     10,000            Liz Claiborne . . . . . . . . . . . . .       212
      2,500            Philip Morris . . . . . . . . . . . . .       186
      9,000            Stride Rite . . . . . . . . . . . . . .        93

                                                                   1,149

Total Consumer Nondurables                                         3,585

CONSUMER SERVICES - 14.1%

GENERAL MERCHANDISERS - 3.2%
      6,000            Dayton Hudson . . . . . . . . . . . . .       431
      8,000         *  Hills Stores. . . . . . . . . . . . . .       192
     13,000            TJX . . . . . . . . . . . . . . . . . .       172

                                                                     795

SPECIALTY MERCHANDISERS - 4.3%
     12,000            CML Group . . . . . . . . . . . . . . .        95
     10,000         *  Federated Department Stores . . . . . .       258
     10,000            Hancock Fabrics . . . . . . . . . . . .        91
      7,000            Nordstrom . . . . . . . . . . . . . . .       289
     50,000            Petrie Stores . . . . . . . . . . . . .       337

                                                                   1,070

ENTERTAINMENT & LEISURE - 1.1%
     25,000         *  Host Marriott . . . . . . . . . . . . .       265

MEDIA & COMMUNICATIONS - 5.5%
     12,000  shs.   *  Chris-Craft Industries. . . . . . . . .  $    420
     13,000            Comcast (Class A) . . . . . . . . . . .       237
     14,000            New York Times (Class A). . . . . . . .       329
      3,000            Time Warner . . . . . . . . . . . . . .       124
      7,000            Vodafone ADR. . . . . . . . . . . . . .       265

                                                                   1,375

Total Consumer Services                                            3,505

CONSUMER CYCLICALS - 8.4%

AUTOMOBILES & RELATED - 2.9%
      8,000            Chrysler. . . . . . . . . . . . . . . .       383
     18,000            Federal-Mogul . . . . . . . . . . . . .       329

                                                                     712

BUILDING & REAL ESTATE - 4.4%
     12,000            General Growth Properties, 
                         REIT. . . . . . . . . . . . . . . . .       244
     10,000            McArthur/Glen Realty, REIT. . . . . . .       146
     12,000            SECURITY CAPITAL PACIFIC 
                         TRUST . . . . . . . . . . . . . . . .       209
     10,000            Simon Property Group. . . . . . . . . .       251
     20,000            South West Property Trust, 
                         REIT. . . . . . . . . . . . . . . . .       230

                                                                   1,080

MISCELLANEOUS CONSUMER DURABLES - 1.1%
     10,000            Toro. . . . . . . . . . . . . . . . . .       280

Total Consumer Cyclicals                                           2,072

TECHNOLOGY - 3.8%

ELECTRONIC SYSTEMS - 3.0%
     25,000         *  ADT . . . . . . . . . . . . . . . . . .       294
     10,000            BW/IP (Class A) . . . . . . . . . . . .       184
     35,000            Semi-Tech (Global ) ADR . . . . . . . .       275

                                                                     753

AEROSPACE & DEFENSE - 0.8%
      5,000            Litton Industries . . . . . . . . . . .       184

Total Technology                                                     937

CAPITAL EQUIPMENT - 3.3%

ELECTRICAL EQUIPMENT - 1.9%
     10,000         *  Holophane . . . . . . . . . . . . . . .       224
      4,500            Hubbell (Class B) . . . . . . . . . . .       254

                                                                     478

MACHINERY - 1.4%
     10,000            AMTROL. . . . . . . . . . . . . . . . .       184
     25,000            Farrel. . . . . . . . . . . . . . . . .       150

                                                                     334

Total Capital Equipment                                              812

BUSINESS SERVICES & TRANSPORTATION - 5.4%

MISCELLANEOUS BUSINESS SERVICES - 1.3%
     25,000  shs.   *  U.S. Industries . . . . . . . . . . . .  $    341

RAILROADS - 4.1%
     15,000            Canadian Pacific. . . . . . . . . . . .       261
      5,000            Conrail . . . . . . . . . . . . . . . .       278
     30,000         *  Southern Pacific Rail . . . . . . . . .       472

                                                                   1,011

Total Business Services & Transportation                           1,352

ENERGY - 5.2%

ENERGY SERVICES - 2.5%
      2,000         *  Geophysique (FRF) . . . . . . . . . . .       119
      7,000            Helmerich & Payne . . . . . . . . . . .       206
     30,000            Nowsco Well Service . . . . . . . . . .       304

                                                                     629

INTEGRATED PETROLEUM - DOMESTIC - 2.7%
      3,000            Amerada Hess. . . . . . . . . . . . . .       147
     15,000         *  Crown Central Petroleum . . . . . . . .       225
     15,000            USX-Marathon. . . . . . . . . . . . . .       296

                                                                     668

Total Energy                                                       1,297

BASIC MATERIALS - 0.9%

MINING - 0.9%
      3,500            Newmont Mining. . . . . . . . . . . . .       147
      8,000         *  Pegasus Gold. . . . . . . . . . . . . .        81

Total Basic Materials                                                228

CONGLOMERATES - 0.7%
     80,000            LONRHO (GBP). . . . . . . . . . . . . .       188

Total Conglomerates                                                  188

Miscellaneous Common Stocks - 0.4%                                    94

Total Common Stocks (Cost $18,834)                                20,457

Preferred Stocks - 1.7%
        200            Cleveland Electric, $90, 
                         Series S. . . . . . . . . . . . . . .       172
      7,000            Manville, $2.70, Cum., 
                         Series B. . . . . . . . . . . . . . .       175

Miscellaneous Preferred Stocks - 0.3%                                 71

Total Preferred Stocks (Cost $387)                                   418

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

Convertible Preferred Stocks - 1.7%
      3,000  shs.      Federal-Mogul (144a), $3.875, 
                         Series D. . . . . . . . . . . . . . .  $    168
     18,000            Mascotech, $1.20. . . . . . . . . . . .       257

Total Convertible Preferred Stocks (Cost $424)                       425

Convertible Bonds - 3.0%
 $1,000,000            Automatic Data Processing, 
                         LYONS, Zero 
                         Coupon, 2/20/12 . . . . . . . . . . .       443
    100,000            Rouse, Sub. Deb., 
                         5.75%, 7/23/02. . . . . . . . . . . .        91
    200,000            Time Warner, Sub. Deb., 
                         8.75%, 1/10/15. . . . . . . . . . . .       209

Total Convertible Bonds (Cost $709)                                  743

Short-Term Investments - 11.8%

CERTIFICATES OF DEPOSIT - 2.0%
    500,000            Societe Generale, 
                         6.05%, 7/7/95 . . . . . . . . . . . .       500

COMMERCIAL PAPER - 9.8%
   $500,000            Caisse des Depots et 
                         Consignations, 4(2), 
                         5.95%, 7/27/95. . . . . . . . . . . .  $    497
     40,000            Cargill Financial Services, 
                         6.10%, 7/3/95 . . . . . . . . . . . .        40
    200,000            Ciesco L.P., 5.65%, 9/14/95 . . . . . .       197
    300,000            Countrywide Funding, 
                         6.00%, 7/18/95. . . . . . . . . . . .       299
    121,000            Delaware Funding, 
                         5.90%, 8/18/95. . . . . . . . . . . .       119
    300,000            Kellogg Company, 
                         5.94%, 7/31/95. . . . . . . . . . . .       298
    150,000            Kredietbank N.A. Finance, 
                         5.98%, 7/3/95 . . . . . . . . . . . .       149
    500,000            New Center Asset Trust, 
                         6.00%, 7/6/95 . . . . . . . . . . . .       494
    325,000            Unilever Capital, 4(2), 
                         6.00%, 7/5/95 . . . . . . . . . . . .       324


                                                                   2,417

Total Short-Term Investments (Cost $2,917)                         2,917

Total Investments in Securities - 100.7% 
   of Net Assets (Cost - $23,271)                                $24,960

Other Assets Less Liabilities  . . . . . . . . . . . . . . . .      (179)
                                                                ________

Net Assets Consist of:                        Value
                                           ___________

Accumulated net investment 
  income - net of distributions. . . . . .  $      5
Accumulated net realized 
  gain/loss - net of distributions . . . .     1,208
Net unrealized gain 
  (loss) . . . . . . . . . . . . . . . . .     1,689
Paid-in-capital applicable to 1,983,601 
shares of $0.0001 par value capital 
stock outstanding; 1,000,000,000 
shares authorized. . . . . . . . . . . . .    21,879
                                             _______

NET ASSETS . . . . . . . . . . . . . . . .                       $24,781
                                                                 _______
                                                                 _______

NET ASSET VALUE PER SHARE. . . . . . . . .                        $12.49
                                                                  ______
                                                                  ______

    *   Non-income producing
 REIT   Real Estate Investment Trust
 4(2)   Commercial Paper sold within terms of a private placement memorandum,
        exempt from registration under section 4.2 of the Securities Act of
        1933, as amended, and  may be sold only to dealers in that program or
        other "accredited investors."
 144a   Security was purchased pursuant to Rule 144a under the Securities Act
        of 1933 and may not be resold subject to that rule except to qualified
        institutional buyers - total of such securities at  period-end amounts
        to 0.7% of net assets.
  FRF   French franc  
  GBP   British sterling  

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

Statement of Operations

T. Rowe Price Value Fund / Six Months Ended June 30, 1995 (Unaudited)

(in thousands)

INVESTMENT INCOME

Income
   Dividend. . . . . . . . . . . . . . . . . . . . .   $  182
   Interest  . . . . . . . . . . . . . . . . . . . .       91
                                                       ______
   Total income. . . . . . . . . . . . . . . . . . .      273
                                                       ______
Expenses
   Shareholder servicing . . . . . . . . . . . . . .       57
   Custody and accounting. . . . . . . . . . . . . .       45
   Registration. . . . . . . . . . . . . . . . . . .        6
   Legal and audit . . . . . . . . . . . . . . . . .        5
   Organization. . . . . . . . . . . . . . . . . . .        5
   Directors . . . . . . . . . . . . . . . . . . . .        4
   Prospectus and shareholder reports. . . . . . . .        2
   Reimbursed by Manager . . . . . . . . . . . . . .      (39)
                                                       ______
   Total expenses. . . . . . . . . . . . . . . . . .       85
                                                       ______
Net investment income. . . . . . . . . . . . . . . .      188
                                                       ______

REALIZED AND UNREALIZED GAIN (LOSS)

Net realized gain (loss) on:
   Securities. . . . . . . . . . . . . . . . . . . .    1,206
   Options . . . . . . . . . . . . . . . . . . . . .        6
                                                       ______
   Net realized gain (loss). . . . . . . . . . . . .    1,212
                                                       ______
Change in net unrealized gain or loss on:
   Securities. . . . . . . . . . . . . . . . . . . .    1,624
   Options . . . . . . . . . . . . . . . . . . . . .       (9)
                                                       ______
   Change in net unrealized gain or loss . . . . . .    1,615
                                                       ______
Net realized and unrealized gain (loss). . . . . . .    2,827
                                                       ______

INCREASE (DECREASE) IN NET 
   ASSETS FROM OPERATIONS. . . . . . . . . . . . . .   $3,015
                                                       ______
                                                       ______

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

Statement of Changes in Net Assets
T. Rowe Price Value Fund (Unaudited)
(in thousands)
                                                     From Sept. 30, 1994
                                       Six Months       (Commencement
                                          Ended       of Operations) to
                                      June 30, 1995     Dec. 31, 1994
                                      _____________  ___________________

INCREASE (DECREASE) IN NET ASSETS FROM
Operations
  Net investment income  . . . . . . .   $   188            $    46
  Net realized gain (loss) . . . . . .     1,212                  1
  Change in net unrealized 
    gain or loss . . . . . . . . . . .     1,615                 75
                                         _______            _______
  Increase (decrease) in net 
    assets from operations . . . . . .     3,015                122
                                         _______            _______

Distributions to shareholders
  Net investment income. . . . . . . .      (227)               (53)
  Net realized gain. . . . . . . . . .         -                 (5)
                                         _______            _______
  Decrease in net assets 
    from distributions . . . . . . . .      (227)               (58)

Capital share transactions*
  Shares sold. . . . . . . . . . . . .    16,831              9,176
  Distributions reinvested . . . . . .       220                 55
  Shares redeemed. . . . . . . . . . .    (3,952)              (567)
                                         _______            _______
  Increase (decrease) in net 
    assets from capital 
    share transactions . . . . . . . .    13,099              8,664
                                         _______            _______
Net equalization . . . . . . . . . . .        44                 22
                                         _______            _______
Increase (decrease) 
  in net assets. . . . . . . . . . . .    15,931              8,750
                                         _______            _______

NET ASSETS
Beginning of period. . . . . . . . . .     8,850                100
                                         _______            _______
End of period. . . . . . . . . . . . .   $24,781            $ 8,850
                                         _______            _______
                                         _______            _______

*Share information
  Shares sold. . . . . . . . . . . . .     1,445                905
  Distributions reinvested . . . . . .        18                  5
  Shares redeemed. . . . . . . . . . .      (343)               (56)
                                         _______            _______
  Increase (decrease) in 
    shares outstanding . . . . . . . .     1,120                854
                                         _______            _______
                                         _______            _______

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

Notes To Financial Statements

T. Rowe Price Value Fund / June 30, 1995 (Unaudited)

Note 1 - Significant Accounting Policies

T. Rowe Price Value Fund (the fund) is registered under the Investment Company
Act of 1940 as a diversified, open-end management investment company.

A) Valuation - Equity securities listed or regularly traded on a securities
exchange are valued at the last quoted sales price at the time the valuations
are made. A security which is listed or traded on more than one exchange is
valued at the quotation on the exchange determined to be the primary market
for such security. Listed securities that are not traded on a particular day
and securities that are regularly traded in the over-the-counter market are
valued at the mean of the latest bid and asked prices. Other equity securities
are valued at a price within the limits of the latest bid and asked prices
deemed by the Board of Directors, or by persons delegated by the Board, best
to reflect fair value.
     Debt securities are generally traded in the over-the-counter market and
are valued at a price deemed best to reflect fair value as quoted by dealers
who make markets in these securities or by an independent pricing service.
Short-term debt securities are valued at their cost which, when combined with
accrued interest, approximates fair value.
     For purposes of determining the fund's net asset value per share, the
U.S. dollar value of all assets and liabilities initially expressed in foreign
currencies is determined by using the mean of the bid and offer prices of such
currencies against U.S. dollars quoted by a major bank.
     Assets and liabilities for which the above valuation procedures are
inappropriate or are deemed not to reflect fair value are stated at fair value
as determined in good faith by or under the supervision of the officers of the
fund, as authorized by the Board of Directors.

B) Currency Translation - Assets and liabilities are translated into U.S.
dollars at the prevailing exchange rate at the end of the reporting period.
Purchases and sales of securities and income and expenses are translated into
U.S. dollars at the prevailing exchange rate on the dates of such
transactions. The effect of changes in foreign exchange rates on realized and
unrealized security gains and losses is reflected as a component of such gains
and losses.

C) Premiums and Discounts - Premiums and discounts on debt securities are
amortized for both financial and tax reporting purposes.

D) Other - Income and expenses are recorded on the accrual basis. Investment
transactions are accounted for on the trade date. Realized gains and losses
are reported on an identified cost basis. Dividend income and distributions to
shareholders are recorded by the fund on the ex-dividend date. Income and
capital gain distributions are determined in accordance with federal income
tax regulations and may differ from those determined in accordance with
generally accepted accounting principles. The fund follows the practice of
equalization under which undistributed net investment income per share is
unaffected by fund shares sold or redeemed.

Note 2 - Investment Transactions

Purchases and sales of portfolio securities, other than short-term and U.S.
government securities, aggregated $17,769,000 and $6,182,000, respectively,
for the six months ended June 30, 1995. Purchases and sales of U.S. government
securities aggregated $301,000 and $801,000, respectively, for the six months
ended June 30, 1995.

Note 3 - Federal Income Taxes

No provision for federal income taxes is required since the fund intends to
continue to qualify as a regulated investment company and distribute all of
its taxable income
     At June 30, 1995, the aggregate cost of investments for federal income
tax and financial reporting purposes was $23,271,000 and net unrealized gain
aggregated $1,689,000, of which $1,911,000 related to appreciated investments
and $222,000 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. The fee is computed daily and paid monthly, consisting of an Individual
Fund Fee equal to 0.35% of average daily net assets and a Group Fee. The Group
Fee is based on the combined assets of certain mutual funds sponsored by the
Manager or Rowe-Price Fleming International, Inc. (the Group). The Group Fee
rate ranges from 0.48% for the first $1 billion of assets to 0.31% for assets
in excess of $34 billion. At June 30, 1995, and for the six months then ended,
the effective annual Group Fee rate was 0.34%. The fund pays a pro rata share
of the Group Fee based on the ratio of its net assets to those of the Group.
     Under the terms of the investment management agreement, the Manager is
required to bear any expenses through December 31, 1996 which would cause the
fund's ratio of expenses to average net assets to exceed 1.10%. Thereafter
through December 31, 1998, 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 1.10%. Pursuant to this agreement,
$53,000 of management fees were not accrued by the fund for the six months
ended June 30, 1995, and $39,000 of other expenses were borne by the Manager.
Additionally, $45,000 of 1994 unaccrued fees and expenses are subject to
reimbursement through December 31, 1998.
     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 $74,000 for the six
months ended June 30, 1995, of which $16,000 was payable at period-end.

Financial Highlights

T. Rowe Price Value Fund (Unaudited)

                           For a share outstanding throughout each period
                           _______________________________________________
                                                  From Sept. 30, 1994
                                Six Months          (Commencement 
                                   Ended            of Operations) 
                               June 30, 1995     to December 31, 1994
                           _______________________________________________

NET ASSET VALUE, 
    BEGINNING OF PERIOD. . . .    $10.24                 $10.00

Investment Activities
    Net investment income. . .      0.14*                  0.08*
    Net realized and unrealized 
      gain (loss). . . . . . .      2.25                   0.23
                                 _______                _______
Total from Investment 
    Activities . . . . . . . .      2.39                   0.31
                                 _______                _______

Distributions
    Net investment income. . .     (0.14)                 (0.07)
                                 _______                _______

NET ASSET VALUE, 
    END OF PERIOD. . . . . . .    $12.49                 $10.24
                                 _______                _______
                                 _______                _______

RATIOS / SUPPLEMENTAL DATA 

Total Return . . . . . . . . .      23.4%*                  3.1%*
Ratio of Expenses to 
    Average Net Assets . . . .      1.10%!*                1.10%!*
Ratio of Net Investment 
    Income to Average 
    Net Assets . . . . . . . .      2.45%!*                3.16%!*
Portfolio Turnover Rate. . . .      98.5%!                 30.8%!
Net Assets, End of Period 
    (in thousands) . . . . . .   $24,781                 $8,850

!   Annualized.
*   Excludes expenses in excess of a 1.10% voluntary expense limitation in
    effect through December 31, 1996.

Chart1 - Security Diversification pie chart
    pie chart showing 83% stocks, 11% cash, 4% convertibles, and 2% preferred



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