T. Rowe Price Tax-Exempt Money Fund N-CSRS Certified semi-annual shareholder report (management investment company)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM N-CSR

CERTIFIED SHAREHOLDER REPORT OF REGISTERED

MANAGEMENT INVESTMENT COMPANIES

Investment Company Act File Number: 811-03055

T. Rowe Price Tax-Exempt Money Fund, Inc.

(Exact name of registrant as specified in charter)

100 East Pratt Street, Baltimore, MD 21202

(Address of principal executive offices)

David Oestreicher

100 East Pratt Street, Baltimore, MD 21202

(Name and address of agent for service)

Registrant’s telephone number, including area code: (410) 345-2000

Date of fiscal year end: February 28 

Date of reporting period: August 31, 2024

Item 1. Reports to Shareholders

(a) Report pursuant to Rule 30e-1

Semi-Annual Shareholder Report

August 31, 2024

Tax-Exempt Money Fund

Investor Class (PTEXX)

This semi-annual shareholder report contains important information about Tax-Exempt Money Fund (the "fund") for the period of March 1, 2024 to August 31, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary. 

What were the fund costs for the last six months? (based on a hypothetical $10,000 investment)

	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Tax-Exempt Money Fund - Investor Class	$23	0.45%

What are some fund statistics?

Fund Statistics

Total Net Assets (000s)	$660,947
Number of Portfolio Holdings	219

What did the fund invest in?

Security Allocation (as a % of Net Assets)

Variable Rate Demand Notes	39.2%
Other Municipal Security	36.4
Non-Financial Company Commercial Paper	24.2
Other Assets less Liabilities	0.2

Top Ten Holdings (as a % of Net Assets)

Tarrant County Cultural Ed. Fac. Fin., Texas Health Resources System	1.6%
Indiana Univ.	1.5
Harris County Cultural Ed. Fac.	1.5
Houston Combined Utility System	1.5
Missouri HEFA, SSM Health Care	1.5
California Statewide Communities Dev. Auth.	1.4
Oregon DOT	1.4
Texas A&M Univ.	1.4
New York City Transational Fin. Auth., Tender Option Bond Trust Receipts	1.4
Loudoun County Economic Dev. Auth., Howard Hughes Medical	1.4

If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.

202407-3695759

F52-053 10/24

Tax-Exempt Money Fund 

Investor Class (PTEXX)

T. Rowe Price Investment Services, Inc.

100 East Pratt Street

Baltimore, MD 21202

Semi-Annual Shareholder Report

August 31, 2024

Tax-Exempt Money Fund

I Class (TERXX)

This semi-annual shareholder report contains important information about Tax-Exempt Money Fund (the "fund") for the period of March 1, 2024 to August 31, 2024. You can find the fund’s prospectus, financial information on Form N‑CSR (which includes required tax information for dividends), holdings, proxy voting information, and other information atwww.troweprice.com/prospectus. You can also request this information without charge by contacting T. Rowe Price at 1‑800‑638‑5660 or info@troweprice.com or contacting your intermediary. 

What were the fund costs for the last six months? (based on a hypothetical $10,000 investment)

	Costs of a $10,000 investment	Costs paid as a percentage of a $10,000 investment
Tax-Exempt Money Fund - I Class	$12	0.24%

What are some fund statistics?

Fund Statistics

Total Net Assets (000s)	$660,947
Number of Portfolio Holdings	219

What did the fund invest in?

Security Allocation (as a % of Net Assets)

Variable Rate Demand Notes	39.2%
Other Municipal Security	36.4
Non-Financial Company Commercial Paper	24.2
Other Assets less Liabilities	0.2

Top Ten Holdings (as a % of Net Assets)

Tarrant County Cultural Ed. Fac. Fin., Texas Health Resources System	1.6%
Indiana Univ.	1.5
Harris County Cultural Ed. Fac.	1.5
Houston Combined Utility System	1.5
Missouri HEFA, SSM Health Care	1.5
California Statewide Communities Dev. Auth.	1.4
Oregon DOT	1.4
Texas A&M Univ.	1.4
New York City Transational Fin. Auth., Tender Option Bond Trust Receipts	1.4
Loudoun County Economic Dev. Auth., Howard Hughes Medical	1.4

If you invest directly with T. Rowe Price, you can elect to receive future shareholder reports or other important documents through electronic delivery by enrolling at www.troweprice.com/paperless. If you invest through a financial intermediary such as an investment advisor, a bank, retirement plan sponsor or a brokerage firm, please contact that organization and ask if it can provide electronic delivery.

202407-3695759

F1103-053 10/24

Tax-Exempt Money Fund 

I Class (TERXX)

T. Rowe Price Investment Services, Inc.

100 East Pratt Street

Baltimore, MD 21202

Item 1. (b) Notice pursuant to Rule 30e-3.

Not applicable.

Item 2. Code of Ethics.

A code of ethics, as defined in Item 2 of Form N-CSR, applicable to its principal executive officer, principal financial officer, principal accounting officer or controller, or persons performing similar functions is filed as an exhibit to the registrant’s annual Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the registrant’s most recent fiscal half-year.

Item 3. Audit Committee Financial Expert.

Disclosure required in registrant’s annual Form N-CSR.

Item 4. Principal Accountant Fees and Services.

Disclosure required in registrant’s annual Form N-CSR.

Item 5. Audit Committee of Listed Registrants.

Not applicable.

Item 6. Investments.

(a) Not applicable. The complete schedule of investments is included in Item 7 of this Form N-CSR.

(b) Not applicable.

Item 7. Financial Statements and Financial Highlights for Open-End Management Investment Companies.

(a – b) Report pursuant to Regulation S-X.

Financial

Highlights

Portfolio

of

Investments

Financial

Statements

and

Notes

Additional

Fund

Information

August

31,

2024

Financial

Statements

and

Other

Information

For

more

insights

from

T.

Rowe

Price

investment

professionals,

go

to

troweprice.com

.

T.

ROWE

PRICE

PTEXX

Tax-Exempt

Money

Fund

–!

TERXX

Tax-Exempt

Money

Fund–

.

I Class

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

(Unaudited)

Financial

Highlights

2

For

a

share

outstanding

throughout

each

period

Investor

Class

6

Months

.

Ended

8/31/24

..

Year

..

..

Ended

.

2/29/24

2/28/23

2/28/22

2/28/21

2/29/20

NET

ASSET

VALUE

Beginning

of

period

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

Investment

activities

Net

investment

income

(1)(2)

0

.02‌

0

.03‌

0

.01‌

(3)

—‌

(3)

(4)

—‌

(3)

(4)

0

.01‌

Net

realized

and

unrealized

gain/

loss

—‌

(4)

—‌

(4)

—‌

(4)

—‌

(4)

—‌

(4)

—‌

(4)

Total

from

investment

activities

0

.02‌

0

.03‌

0

.01‌

—‌

(4)

—‌

(4)

0

.01‌

Distributions

Net

investment

income

(

0

.02‌

)

(

0

.03‌

)

(

0

.01‌

)

—‌

(4)

—‌

(4)

(

0

.01‌

)

NET

ASSET

VALUE

End

of

period

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

(Unaudited)

Financial

Highlights

3

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Investor

Class

6

Months

.

Ended

8/31/24

..

Year

..

..

Ended

.

2/29/24

2/28/23

2/28/22

2/28/21

2/29/20

Ratios/Supplemental

Data

Total

return

(2)(5)

1

.55‌

%

3

.04‌

%

1

.20‌

%

(3)

0

.02‌

%

(3)

0

.19‌

%

(3)

1

.01‌

%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/

payments

by

Price

Associates

0

.45‌

%

(6)

0

.41‌

%

0

.44‌

%

0

.36‌

%

0

.52‌

%

0

.55‌

%

Net

expenses

after

waivers/

payments

by

Price

Associates

0

.45‌

%

(6)

0

.41‌

%

0

.42‌

%

(3)

0

.08‌

%

(3)

0

.22‌

%

(3)

0

.43‌

%

Net

investment

income

3

.07‌

%

(6)

2

.98‌

%

1

.15‌

%

(3)

0

.01‌

%

(3)

0

.17‌

%

(3)

1

.00‌

%

Net

assets,

end

of

period

(in

thousands)

$153,198

$170,492

$176,009

$274,397

$343,697

$240,329

0‌

%

0‌

%

0‌

%

0‌

%

0‌

%

0‌

%

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

Includes

the

impact

of

expense-related

arrangements

with

Price

Associates.

(3)

Includes

the

effect

of

voluntary

management

fee

waivers

and

operating

expense

reimbursements

(0.02%,

0.27%

and

0.19%

of

average

net

assets)

for

the

years

ended

2/28/23,

2/28/22

and

2/28/21,

respectively.

(4)

Amounts

round

to

less

than

$0.01

per

share.

(5)

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,

and

payment

of

no

redemption

or

account

fees,

if

applicable.

Total

return

is

not

annualized

for

periods

less

than

one

year.

(6)

Annualized

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

(Unaudited)

Financial

Highlights

4

For

a

share

outstanding

throughout

each

period

I

Class

6

Months

.

Ended

8/31/24

..

Year

..

..

Ended

.

2/29/24

2/28/23

2/28/22

2/28/21

2/29/20

NET

ASSET

VALUE

Beginning

of

period

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

Investment

activities

Net

investment

income

(1)(2)

0

.02‌

0

.03‌

0

.01‌

(3)

—‌

(3)

(4)

—‌

(3)

(4)

0

.01‌

Net

realized

and

unrealized

gain/

loss

—‌

(4)

—‌

(4)

—‌

(4)

—‌

(4)

—‌

(4)

—‌

(4)

Total

from

investment

activities

0

.02‌

0

.03‌

0

.01‌

—‌

(4)

—‌

(4)

0

.01‌

Distributions

Net

investment

income

(

0

.02‌

)

(

0

.03‌

)

(

0

.01‌

)

—‌

(4)

—‌

(4)

(

0

.01‌

)

NET

ASSET

VALUE

End

of

period

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

$

1

.00‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

(Unaudited)

Financial

Highlights

5

For

a

share

outstanding

throughout

each

period

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

I

Class

6

Months

.

Ended

8/31/24

..

Year

..

..

Ended

.

2/29/24

2/28/23

2/28/22

2/28/21

2/29/20

Ratios/Supplemental

Data

Total

return

(2)(5)

1

.66‌

%

3

.22‌

%

1

.39‌

%

(3)

0

.02‌

%

(3)

0

.20‌

%

(3)

1

.11‌

%

Ratios

to

average

net

assets:

(2)

Gross

expenses

before

waivers/

payments

by

Price

Associates

0

.26‌

%

(6)

0

.25‌

%

0

.26‌

%

0

.27‌

%

0

.45‌

%

0

.46‌

%

Net

expenses

after

waivers/

payments

by

Price

Associates

0

.24‌

%

(6)

0

.25‌

%

0

.24‌

%

(3)

0

.08‌

%

(3)

0

.21‌

%

(3)

0

.33‌

%

Net

investment

income

3

.28‌

%

(6)

3

.15‌

%

1

.41‌

%

(3)

0

.01‌

%

(3)

0

.19‌

%

(3)

1

.09‌

%

Net

assets,

end

of

period

(in

thousands)

$507,749

$505,688

$487,066

$362,029

$191,423

$137,967

0‌

%

0‌

%

0‌

%

0‌

%

0‌

%

0‌

%

(1)

Per

share

amounts

calculated

using

average

shares

outstanding

method.

(2)

Includes

the

impact

of

expense-related

arrangements

with

Price

Associates.

(3)

Includes

the

effect

of

voluntary

management

fee

waivers

and

operating

expense

reimbursements

(0.00%,

0.17%

and

0.12%

of

average

net

assets)

for

the

years

ended

2/28/23,

2/28/22

and

2/28/21,

respectively.

(4)

Amounts

round

to

less

than

$0.01

per

share.

(5)

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,

and

payment

of

no

redemption

or

account

fees,

if

applicable.

Total

return

is

not

annualized

for

periods

less

than

one

year.

(6)

Annualized

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

August

31,

2024

(Unaudited)

6

Portfolio

of

Investments

‡

Par

$

Value

(Amounts

in

000s)

‡

NON-FINANCIAL

COMPANY

COMMERCIAL

PAPER 24.2%

California

EFA,

Stanford

Univ.,

TECP,

3.58%,

2/18/25 

250‌

250‌

California

Statewide

Communities

Dev.

Auth.,

Series 08-C,

TECP,

3.60%,

10/2/24 

375‌

375‌

California

Statewide

Communities

Dev.

Auth.,

Series 9B-1,

TECP,

3.65%,

9/11/24 

6,700‌

6,700‌

California

Statewide

Communities

Dev.

Auth.,

Series 9B-4,

TECP,

3.68%,

9/5/24 

2,500‌

2,500‌

Florida

Local

Government

Finance

Commission,

Series A-1,

TECP,

3.54%,

10/3/24 

2,991‌

2,991‌

Georgia

Municipal

Electric

Auth.,

Series B,

TECP,

3.35%,

12/10/24 

6,500‌

6,500‌

Harris

County

Cultural

Ed.

Fac.,

Series B-2,

TECP,

3.67%,

9/24/24 

3,400‌

3,400‌

Harris

County

Cultural

Ed.

Fac.,

Series B-3,

TECP,

3.70%,

9/24/24 

6,600‌

6,600‌

Harris

County

Cultural

Ed.

Fac.

Fin.,

Methodist

Health,

Series 9C-1,

TECP,

3.83%,

9/3/24 

5,450‌

5,450‌

Houston

Higher

Education

Fin.,

Series A,

TECP,

3.35%,

11/19/24 

1,755‌

1,755‌

Houston

Higher

Education

Fin.,

Series A,

TECP,

3.62%,

9/18/24 

3,800‌

3,800‌

Houston

Higher

Education

Fin.,

Series A,

TECP,

3.66%,

9/26/24 

700‌

700‌

Illinois

EFA,

TECP,

3.30%,

10/29/24 

6,700‌

6,700‌

Indiana

Univ.,

TECP,

3.65%,

9/9/24 

6,500‌

6,500‌

Indiana

Univ.,

TECP,

3.65%,

9/9/24 

3,700‌

3,700‌

Jacksonville,

Mayo

Health

Clinic,

Series 2016,

TECP,

3.10%,

2/20/25 

4,000‌

4,000‌

Los

Angeles

County,

Capital

Asset

Leasing,

Series D,

TECP,

3.55%,

10/2/24 

2,750‌

2,750‌

Maryland

HHEFA,

Johns

Hopkins

Health

Systems,

Series B,

TECP,

3.47%,

10/9/24 

2,865‌

2,865‌

Metropolitan

Govt.

Nashville

&

Davidson,

TECP,

3.41%,

10/7/24 

2,100‌

2,100‌

Metropolitan

Govt.

Nashville

&

Davidson,

Water

&

Sewer

Auth.,

Series 2022,

TECP,

3.25%,

10/3/24 

300‌

300‌

Metropolitan

Govt.

Nashville

&

Davidson,

Water

&

Sewer

Auth.,

Series 2022,

TECP,

3.36%,

11/18/24 

6,500‌

6,500‌

New

York

Power

Auth.,

Series 2,

TECP,

3.27%,

10/3/24 

6,500‌

6,500‌

New

York

State

Dormitory

Auth.,

TECP,

3.40%,

12/10/24 

2,000‌

2,000‌

Ohio

Higher

Ed.

Fac.

Commission,

Series B-5,

TECP,

3.38%,

11/19/24 

2,945‌

2,945‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

7

Par

$

Value

(Amounts

in

000s)

Ohio

Higher

Ed.

Fac.

Commission,

Series B-5,

TECP,

3.63%,

10/2/24 

3,600‌

3,600‌

Oregon

DOT,

Series A-1,

TECP,

3.32%,

11/21/24 

2,400‌

2,400‌

Oregon

DOT,

Series A-1,

TECP,

3.33%,

10/24/24 

5,100‌

5,100‌

Oregon

DOT,

Series A-2,

TECP,

3.30%,

11/21/24 

2,000‌

2,000‌

San

Diego

Public

Fac.

Fin.

Auth.,

Series A,

TECP,

3.65%,

10/9/24 

6,500‌

6,500‌

San

Francisco

Airport

Commercial,

Series B-5,

TECP,

3.15%,

12/3/24 

5,000‌

5,000‌

Santa

Clara

Valley

Water

Dist.,

TECP,

3.65%,

9/5/24 

6,600‌

6,600‌

South

Carolina

Public

Service

Auth.,

Series A,

TECP,

3.30%,

10/9/24 

3,000‌

3,000‌

Tennessee,

Series 00-A,

TECP,

3.42%,

12/11/24 

2,000‌

2,000‌

Texas

A&M

Univ.,

Series A,

TECP,

3.55%,

1/7/25 

5,500‌

5,500‌

Texas

A&M

Univ.,

Series B,

TECP,

3.31%,

12/2/24 

4,000‌

4,000‌

Univ.

of

Houston,

Series A,

TECP,

3.49%,

9/10/24 

2,200‌

2,200‌

Univ.

of

Houston,

Series A,

TECP,

3.60%,

9/10/24 

3,000‌

3,000‌

Univ.

of

Michigan,

Series B,

TECP,

3.40%,

10/21/24 

6,500‌

6,500‌

Univ.

of

Minnesota,

Series F,

TECP,

3.40%,

11/13/24 

8,000‌

8,000‌

Univ.

of

Texas,

Board

of

Regents,

Series A,

TECP,

3.20%,

2/5/25 

6,600‌

6,600‌

Total

Non-Financial

Company

Commercial

Paper

(Cost

$159,881)

159,881‌

OTHER

MUNICIPAL

SECURITY 36.4%

Berkeley

County

School

Dist.,

Series A,

GO,

5.00%,

6/2/25 (1)

4,000‌

4,059‌

Broward

County,

Water

&

Sewer

Auth.,  Tender

Option

Bond

Trust

Receipts,

Series 2024-XL0551,

VRTR,

2.95%,

9/9/24 (2)

2,230‌

2,230‌

California,

5.00%,

9/1/24 

450‌

450‌

California,

Construction

Bonds,

GO,

4.00%,

10/1/24 

2,155‌

2,155‌

California,

Tender

Option

Bond

Trust

Receipts,

Series 2018-

YX1084,

GO,

VRTR,

2.92%,

9/9/24 (2)

4,000‌

4,000‌

California,

Tender

Option

Bond

Trust

Receipts,

Series 2023-

XL0501,

GO,

VRTR,

2.95%,

9/9/24 (2)

2,375‌

2,375‌

California,

Various

Purpose,

GO,

4.00%,

11/1/24 

625‌

625‌

Charleston

County

School

Dist.,

Sales

Tax

Project,

Series B,

GO,

BAN,

4.75%,

5/8/25 

3,000‌

3,023‌

Clark

County,

Flood

Control,

GO,

5.00%,

11/1/24 

350‌

351‌

Clark

County,

Park

Improvement,

GO,

5.00%,

12/1/24 

750‌

752‌

Clark

County,

Tender

Option

Bond

Trust

Receipts,

Series 2023-ZL0480,

GO,

VRTR,

2.95%,

9/9/24 (2)

3,275‌

3,275‌

Cobb

County

School

Dist.,

Short

Term

Constructions,

GO,

4.00%,

12/16/24 

6,300‌

6,312‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

8

Par

$

Value

(Amounts

in

000s)

Colorado

HFA,

AdventHealth

Obligated

Group,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XG0491,

VRTR,

2.95%,

9/9/24 (2)

1,730‌

1,730‌

Colorado

HFA,

Adventist

Health

System,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XM1124,

VRTR,

2.95%,

9/9/24 (2)

4,690‌

4,690‌

Colorado

HFA,

Intermountain

Healthcare,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XF1619,

VRTR,

2.95%,

9/9/24 (2)

4,000‌

4,000‌

Dist.

of

Columbia

Water

&

Sewer

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-ZL0506,

VRTR,

2.95%,

9/9/24 (2)

1,330‌

1,330‌

Fairfax

County,

Series A,

GO,

5.00%,

10/1/24 

665‌

666‌

Franklin

County,

Trinity

Health

Credit

Group,

Series OH,

VR,

3.50%,

11/1/24

(Tender) 

5,600‌

5,600‌

Harris

County

Cultural

Ed.

Fac.

Fin.,

Memorial

Hermann

Health

System,

Series A,

4.00%,

7/1/25 

1,550‌

1,555‌

Harris

County

Cultural

Ed.

Fac.

Fin.,

Texas

Children's

Hospital,

5.00%,

10/1/24 

525‌

526‌

Harris

County

Cultural

Ed.

Fac.

Fin.,

Texas

Children's

Hospital,

Series B,

VR,

5.00%,

10/1/24

(Tender) 

6,900‌

6,965‌

Harris

County,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XG0516,

GO,

VRTR,

2.95%,

9/9/24 (2)

2,160‌

2,160‌

Hawaii,

Series EZ,

GO,

5.00%,

10/1/24 

1,130‌

1,131‌

Hawaii,

Series FN,

GO,

5.00%,

10/1/24 

775‌

776‌

Illinois

Fin.

Auth.,

Northwestern

Univ.,

5.00%,

12/1/24 

1,290‌

1,294‌

Illinois

Toll

Highway

Auth.,

Series B,

5.00%,

1/1/25 

405‌

407‌

Indiana

Fin.

Auth.,

Indiana

Univ.,

Series 2014A,

5.00%,

12/1/24 

385‌

386‌

Indiana

Fin.

Auth.,

Indiana

Univ.,

Series 2016A,

5.00%,

12/1/24 

525‌

526‌

Indiana

HFFA,

Ascension

Health,

Series A-7,

4.00%,

10/1/24 

865‌

865‌

JPMorgan

Chase

Putters,

Series 2024-5067,

VRTR,

2.95%,

9/9/24 (2)

4,000‌

4,000‌

Los

Angeles,

TRAN,

5.00%,

6/26/25 

3,000‌

3,037‌

Los

Angeles

Dept.

of

Water

&

Power,

Tender

Option

Bond

Trust

Receipts,

Series 2022-ZL0326,

VRTR,

2.93%,

9/9/24 (2)

1,330‌

1,330‌

Maricopa

County

IDA,

Banner

Health,

Series A,

5.00%,

1/1/25 

1,000‌

1,004‌

Maricopa

County

IDA,

Banner

Health,

Series C,

VR,

5.00%,

10/18/24

(Tender) 

5,340‌

5,373‌

Maryland

DOT,

5.00%,

10/1/24 

345‌

345‌

Massachusetts

Dev.

Fin.

Agency,

Partners

Healthcare,

Series S-2,

VR,

5.00%,

1/30/25

(Tender) 

565‌

569‌

Massachusetts,

Tender

Option

Bond

Trust

Receipts,

Series 2023-ZL0524,

GO,

VRTR,

2.92%,

9/9/24 (2)

1,500‌

1,500‌

Michigan

Fin.

Auth.,

Series A-2,

5.00%,

8/20/25 

6,500‌

6,603‌

Michigan

Hosp.

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2022-ZF1401,

VRTR,

2.95%,

9/9/24 (2)

1,250‌

1,250‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

9

Par

$

Value

(Amounts

in

000s)

Monmouth

County

Improvement

Auth.,

Government

Pooled

Loan

Project,

4.00%,

3/14/25 

5,580‌

5,598‌

Montgomery

County,

Trinity

Health

Credit

Group,

Series 2013MD,

VR,

3.70%,

9/3/24

(Tender) 

1,000‌

1,000‌

Montgomery

County,

Trinity

Health

Credit

Group,

Series 2013MD,

VR,

3.70%,

9/3/24

(Tender) 

1,000‌

1,000‌

Nebraska

Investment

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2024-XL0563,

VRTR,

2.95%,

9/9/24 (2)

2,000‌

2,000‌

Nebraska

Investment

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2024-YX1334,

VRTR,

2.95%,

9/9/24 (2)

1,545‌

1,545‌

Nebraska

Investment

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2024-YX1335,

VRTR,

2.95%,

9/9/24 (2)

1,910‌

1,910‌

Nebraska

Investment

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2024-ZF1734,

VRTR,

2.95%,

9/9/24 (2)

2,220‌

2,220‌

New

York,

Series B-1,

GO,

5.00%,

10/1/24 

1,000‌

1,001‌

New

York,

Series F-3,

GO,

5.00%,

12/1/24 

825‌

828‌

New

York

City

Housing

Dev.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XF1702,

VRTR,

2.95%,

9/9/24 (2)

3,200‌

3,200‌

New

York

City

Municipal

Water

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XL0375,

VRTR,

2.95%,

9/9/24 (2)

4,040‌

4,040‌

New

York

City

Municipal

Water

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XL0376,

VRTR,

2.95%,

9/9/24 (2)

2,250‌

2,250‌

New

York

City

Municipal

Water

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XL0378,

VRTR,

2.95%,

9/9/24 (2)

915‌

915‌

New

York

City

Transational

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XF1587,

VRTR,

2.95%,

9/9/24 (2)

2,600‌

2,600‌

New

York

City

Transational

Fin.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XG0524,

VRTR,

2.95%,

9/9/24 (2)

6,840‌

6,840‌

New

York

City,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XX1230,

GO,

VRTR,

2.95%,

9/9/24 (2)(3)

4,325‌

4,325‌

New

York

Power

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XL0416,

VRTR,

2.95%,

9/9/24 (2)

2,060‌

2,060‌

New

York

State

Development,

Tender

Option

Bond

Trust

Receipts,

Series 2022-ZL0347,

VRTR,

2.95%,

9/9/24 (2)

1,560‌

1,560‌

New

York

State

Dormitory

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XM1052,

VRTR,

2.95%,

9/9/24 (2)

5,625‌

5,625‌

New

York

State

Dormitory

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-ZF3171,

VRTR,

2.95%,

9/9/24 (2)

2,125‌

2,125‌

New

York

State

Dormitory

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2024-XF1735,

VRTR,

2.95%,

9/9/24 (2)

1,080‌

1,080‌

New

York

State

Environmental

Fac.,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XF3049,

VRTR,

2.95%,

9/9/24 (2)

2,670‌

2,670‌

New

York

State

Environmental

Fac.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XF1442,

VRTR,

2.95%,

9/9/24 (2)

3,560‌

3,560‌

Ohio,

Cleveland

Clinic

Health

System,

Series A,

5.00%,

1/1/25 

440‌

442‌

Ohio,

Common

School,

Series B,

GO,

5.00%,

9/15/24 

975‌

975‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

10

Par

$

Value

(Amounts

in

000s)

Ohio,

Infrastructure

Improvement,

Series A,

5.00%,

9/1/24 

710‌

710‌

Ohio,

Infrastructure

Improvement,

Series C,

GO,

5.00%,

3/1/25 

500‌

503‌

Oklahoma

Trunpike

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-ZF1636,

VRTR,

2.95%,

9/9/24 (2)

2,780‌

2,780‌

Pennsylvania

Housing

Fin.

Agency,

Tender

Option

Bond

Trust

Receipts,

Series 2024-XF1737,

VRTR,

2.95%,

9/9/24 (2)

2,500‌

2,500‌

Prince

George's

County,

Consolidated

Public

Improvement,

Series A,

GO,

5.00%,

9/15/24 

200‌

200‌

RIB

Floster,

Tender

Option

Bond

Trust

Receipts,

Series 2016-

XM0435,

VRTR,

2.95%,

9/9/24 (2)

7,000‌

7,000‌

Riverhead

Central

School

Dist.,

Series B,

GO,

TAN,

4.00%,

6/25/25 (1)

2,500‌

2,516‌

Salt

River

Project

Agricultural

Improvement

&

Power

Dist.,

Series 2016A,

5.00%,

1/1/25 

475‌

477‌

Salt

River

Project

Agricultural

Improvement

&

Power

Dist.,

Series 2021A,

5.00%,

1/1/25 

815‌

819‌

San

Antonio,

GO,

5.00%,

2/1/25 

395‌

397‌

South

Carolina

Assn.

of

Governmental

Organizations,

Series A,

COP,

4.50%,

2/28/25 

5,315‌

5,338‌

South

Dakota

Housing

Dev.

Auth.,

Series J,

VR,

3.875%,

12/12/24

(Tender) 

6,500‌

6,500‌

Tarrant

County

Cultural

Ed.

Fac.

Fin.,

Baylor

Scott

&

White

Health

Project,

Tender

Option

Bond

Trust

Receipts,

Series 2023-ZF1668,

VRTR,

2.95%,

9/9/24 (2)

2,260‌

2,260‌

Tarrant

County

Cultural

Ed.

Fac.

Fin.,

Texas

Health

Resources

System,

Series A,

5.00%,

2/15/25 

695‌

699‌

Texas

Transportation

Commission

State

Highway

Fund,

1st

Tier,

5.00%,

10/1/24 

1,725‌

1,727‌

Triborough

Bride

&

Tunnel

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XF1357,

VRTR,

2.96%,

9/9/24 (2)

3,750‌

3,750‌

Triborough

Bride

&

Tunnel

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XF1359,

VRTR,

2.96%,

9/9/24 (2)

2,250‌

2,250‌

Triborough

Bride

&

Tunnel

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XF1495,

VRTR,

2.95%,

9/9/24 (2)

1,565‌

1,565‌

Univ.

of

California

Regents

Medical

Center,  Tender

Option

Bond

Trust

Receipts,

Series 2023-YX1294,

VRTR,

2.95%,

9/9/24 (2)

1,875‌

1,875‌

Univ.

of

California

Regents

Medical

Center,  Tender

Option

Bond

Trust

Receipts,

Series 2024-XL0552,

VRTR,

2.95%,

9/9/24 (2)

1,875‌

1,875‌

Univ.

of

California

Regents

Medical

Center,

Tender

Option

Bond

Trust

Receipts,

Series 2018-YX1098,

VRTR,

2.94%,

9/9/24 (2)

2,900‌

2,900‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

11

Par

$

Value

(Amounts

in

000s)

Univ.

of

California

Regents

Medical

Center,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XX1258,

VRTR,

2.94%,

9/9/24 (2)

2,000‌

2,000‌

Univ.

of

California,

Tender

Option

Bond

Trust

Receipts,

Series 2022-XX1263,

VRTR,

2.94%,

9/9/24 (2)

1,875‌

1,875‌

Univ.

of

California,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XF3164,

VRTR,

2.94%,

9/9/24 (2)

3,000‌

3,000‌

Univ.

of

California,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XX1325,

VRTR,

2.94%,

9/9/24 (2)

2,500‌

2,500‌

Univ.

of

Houston,

Board

of

Regents,

Series A,

5.00%,

2/15/25 

1,235‌

1,243‌

Virginia

Housing

Dev.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2023-XL0489,

VRTR,

2.95%,

9/9/24 (2)

1,800‌

1,800‌

Virginia

Housing

Dev.

Auth.,

Tender

Option

Bond

Trust

Receipts,

Series 2024-XM1176,

VRTR,

2.95%,

9/9/24 (2)

3,300‌

3,300‌

Virginia

Public

School

Auth.,

Technology

and

Security,

Series X,

5.00%,

4/15/25 

560‌

565‌

Washington

State,

Tender

Option

Bond

Trust

Receipts,

Series 2022-ZF1403,

GO,

VRTR,

2.95%,

9/9/24 (2)

1,675‌

1,675‌

Washington

State,

Tender

Option

Bond

Trust

Receipts,

Series 2023-ZL0490,

GO,

VRTR,

2.95%,

9/9/24 (2)

1,665‌

1,665‌

Washington

State,

Tender

Option

Bond

Trust

Receipts,

Series 2023-ZL0491,

GO,

VRTR,

2.95%,

9/9/24 (2)

1,665‌

1,665‌

Washington

State,

Tender

Option

Bond

Trust

Receipts,

Series 2024-CF7002,

VRTR,

2.94%,

9/9/24 (2)

3,200‌

3,200‌

Wichita

City,

Series 314,

GO,

5.00%,

10/15/24 

5,000‌

5,008‌

Wisconsin

HEFA,

Advocate

Aurora

Health

Credit

Group,

Series B-4,

VR,

5.00%,

1/29/25

(Tender) 

2,500‌

2,522‌

Wisconsin

HEFA,

Ascension

Health,

Series A,

5.00%,

11/15/24 

625‌

627‌

Wisconsin

HEFA,

Tender

Option

Bond

Trust

Receipts,

Series 2024-XF1696,

VRTR,

2.95%,

9/9/24 (2)

2,840‌

2,840‌

Wisconsin

Housing

&

Economic

Dev.

Auth.,  Tender

Option

Bond

Trust

Receipts,

Series 2024-XL0554,

VRTR,

2.95%,

9/9/24 (2)

5,760‌

5,760‌

Total

Other

Municipal

Security

(Cost

$240,480)

240,480‌

VARIABLE

RATE

DEMAND

NOTES 39.2%

Alaska

Housing

Fin.,

Home

Mortgage,

Series B,

VRDN,

2.90%,

9/9/24 

3,255‌

3,255‌

Battery

Park

City

Auth.,

Series D-2,

VRDN,

3.80%,

9/3/24 

260‌

260‌

Charlotte-Mecklenburg

Hosp.

Auth.,

Atrium

Healthcare,

Series E,

VRDN,

3.97%,

9/3/24 

350‌

350‌

Clark

County

Dept.

of

Aviation,

Series D-2B,

VRDN,

3.00%,

9/9/24 

6,275‌

6,275‌

Connecticut

HEFA,

Series O,

VRDN,

3.50%,

9/9/24 

3,500‌

3,500‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

12

Par

$

Value

(Amounts

in

000s)

Dallas

Performing

Arts

Cultural

Fac.,

Series A,

VRDN,

3.01%,

9/9/24 

2,515‌

2,515‌

Dallas

Performing

Arts

Cultural

Fac.,

Series B,

VRDN,

3.05%,

9/9/24 

1,805‌

1,805‌

Delaware

Valley

Regional

Fin.

Auth.,

Series B,

VRDN,

2.90%,

9/9/24 

7,005‌

7,005‌

Dist.

of

Columbia,

VRDN,

3.01%,

9/9/24 

920‌

920‌

Dist.

of

Columbia

Water

&

Sewer

Auth.,

Series B-2,

VRDN,

2.96%,

9/9/24 

7,600‌

7,600‌

Franklin

County,

Nationwide

Children's

Hospital,

VRDN,

3.00%,

9/9/24 

3,200‌

3,200‌

Franklin

County,

Nationwide

Children's

Hospital,

Series A,

VRDN,

3.00%,

9/9/24 

200‌

200‌

Franklin

County,

Nationwide

Children's

Hospital,

Series B,

VRDN,

3.00%,

9/9/24 

3,800‌

3,800‌

Harris

County

Hosp.

Dist.,

Series 2010,

VRDN,

2.98%,

9/9/24 

1,865‌

1,865‌

Harrisonburg

Economic

Dev.

Auth.,

Sentara

Healthcare,

VRDN,

3.00%,

9/9/24 

1,340‌

1,340‌

Highlands

County

HFA,

Hospital

Adventist

Health

System,

Series I-3,

VRDN,

2.90%,

9/9/24 

2,000‌

2,000‌

Houston

Combined

Utility

System,

Series B-2,

VRDN,

2.90%,

9/9/24 

2,600‌

2,600‌

Houston

Combined

Utility

System,

Series C,

VRDN,

2.90%,

9/9/24 

7,350‌

7,350‌

Howard

County

Housing

Commission,

Beech's

Farm

Apartments,

VRDN,

2.90%,

9/9/24 

8,890‌

8,890‌

Illinois

Fin.

Auth.,

Northwestern

Memorial

Healthcare,

Series B,

VRDN,

3.85%,

9/3/24 

600‌

600‌

Illinois

Fin.

Auth.,

Univ.

of

Chicago

Medical,

Series B,

VRDN,

2.95%,

9/9/24 

6,000‌

6,000‌

Indiana

Fin.

Auth.,

Ascension

Health

Alliance,

Series E-4,

VRDN,

2.85%,

9/9/24 

1,300‌

1,300‌

Indiana

Fin.

Auth.,

Parkview

Health

System,

Series C,

VRDN,

2.88%,

9/9/24 

220‌

220‌

Jacksonville,

Baptist

Health,

Series B,

VRDN,

3.05%,

9/9/24 

6,275‌

6,275‌

JEA

Electric

System,

Series 3-A,

VRDN,

3.00%,

9/9/24 

6,975‌

6,975‌

Lehigh

County,

Lehigh

Valley

Health

Network,

Series B,

VRDN,

2.93%,

9/9/24 

7,095‌

7,095‌

Loudoun

County

Economic

Dev.

Auth.,

Howard

Hughes

Medical,

Series A,

VRDN,

3.05%,

9/9/24 

850‌

850‌

Loudoun

County

Economic

Dev.

Auth.,

Howard

Hughes

Medical,

Series E,

VRDN,

2.75%,

9/9/24 

7,075‌

7,075‌

Loudoun

County

Economic

Dev.

Auth.,

Howard

Hughes

Medical,

Series F,

VRDN,

2.75%,

9/9/24 

1,235‌

1,235‌

Louisiana

Gasoline

&

Fuels

Tax,

Second

Lien,

Series A-1,

VRDN,

3.80%,

9/3/24 

100‌

100‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

13

Par

$

Value

(Amounts

in

000s)

Louisiana

Public

Fac.

Auth.,

Louisiana

Children's

Medical

Center,

Series B,

VRDN,

2.92%,

9/9/24 

8,000‌

8,000‌

Louisville

County,

Norton

Healthcare,

VRDN,

2.88%,

9/9/24 

7,230‌

7,230‌

Maricopa

County

IDA,

Honor

Health,

Series C,

VRDN,

2.90%,

9/9/24 

2,000‌

2,000‌

Maryland

CDA,

Kirkwood

Housing,

Series G,

VRDN,

2.90%,

9/9/24 

6,425‌

6,425‌

Maryland

Economic

Dev.,

Howard

Hughes

Medical,

Series A,

VRDN,

2.85%,

9/9/24 

750‌

750‌

Maryland

HHEFA,

Johns

Hopkins

Health

System,

Series C,

VRDN,

2.88%,

9/9/24 

1,000‌

1,000‌

Maryland

HHEFA,

Johns

Hopkins

Univ.,

Series A,

VRDN,

2.87%,

9/9/24 

2,450‌

2,450‌

Maryland

HHEFA,

Pooled

Loan

Program,

Series B,

VRDN,

2.75%,

9/9/24 

475‌

475‌

Maryland

Stadium

Auth.,

Football

Stadium,

VRDN,

2.90%,

9/9/24 

4,650‌

4,650‌

Metropolitan

Washington

Airports

Auth.

Aviation

Revenue,

Series D-1,

VRDN,

2.90%,

9/9/24 

2,000‌

2,000‌

Mississippi

Business

Fin.,

Series A,

VRDN,

2.90%,

9/9/24 

4,545‌

4,545‌

Missouri

HEFA,

BJC

Health

System,

Series C,

VRDN,

2.93%,

9/9/24 

6,600‌

6,600‌

Missouri

HEFA,

SSM

Health

Care,

Series F,

VRDN,

3.00%,

9/9/24 

9,500‌

9,500‌

Missouri

HEFA,

SSM

Health

Care,

Series G,

VRDN,

3.00%,

9/9/24 

385‌

385‌

Montgomery

County

Housing

Opportunities

Commission,

Series C,

VRDN,

2.90%,

9/9/24 

3,000‌

3,000‌

Montgomery

County

Housing

Opportunities

Commission,

Series D,

VRDN,

2.90%,

9/9/24 

300‌

300‌

Montgomery

County

Housing

Opportunities

Commission,

Housing

Dev.,

Series A,

VRDN,

2.90%,

9/9/24 

6,515‌

6,515‌

New

York

City

Housing

Dev.,

Series A-4,

VRDN,

2.91%,

9/9/24 

2,000‌

2,000‌

New

York

City

Housing

Dev.,

201

Pearl

Street,

Multi-Family,

Series A,

VRDN,

2.79%,

9/9/24 

2,315‌

2,315‌

New

York

City

Housing

Dev.,

Elliott

Chelsea

Dev.,

Series A,

VRDN,

2.95%,

9/9/24 

300‌

300‌

Norfolk

Economic

Dev.

Auth.,

Sentara

Healthcare,

Series A,

VRDN,

2.85%,

9/9/24 

4,205‌

4,205‌

Ohio

State

Univ.,

Multi-year

Debt

Issuance

Program

II,

Series D-2,

VRDN,

3.45%,

9/9/24 

5,200‌

5,200‌

Orange

County

HFA,

Nemours

Foundation

Project,

Series B,

VRDN,

2.92%,

9/9/24 

2,875‌

2,875‌

Oregon,

Veterans

Welfare,

Series P,

GO,

VRDN,

3.00%,

9/9/24 

3,200‌

3,200‌

Pennsylvania

Turnpike

Commission,

VRDN,

2.98%,

9/9/24 

550‌

550‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

14

Par

$

Value

(Amounts

in

000s)

Pennsylvania

Turnpike

Commission,

Second Series,

VRDN,

2.98%,

9/9/24 

5,200‌

5,200‌

Pennsylvania

Turnpike

Commission,

Series B,

VRDN,

2.98%,

9/9/24 

3,150‌

3,150‌

Private

Colleges

&

Univ.

Auth.,

Emory

Univ.,

Series B,

VRDN,

3.05%,

9/9/24 

4,800‌

4,800‌

Rhode

Island

Health

&

Ed.

Building,

Series A,

VRDN,

2.90%,

9/9/24 

5,470‌

5,470‌

Roanoke

Economic

Dev.

Auth.,

Carilion

Clinic

Obligated,

Series C,

VRDN,

2.90%,

9/9/24 

1,185‌

1,185‌

South

Carolina

Public

Service

Auth.,

Series A,

VRDN,

3.04%,

9/9/24 

4,705‌

4,705‌

South

Dakota

HEFA,

Sioux

VY

Hosp.,

Series B,

VRDN,

2.95%,

9/9/24 

4,390‌

4,390‌

Tarrant

County

Cultural

Ed.

Fac.

Fin.,

Texas

Health

Resources

System,

Series A,

VRDN,

2.95%,

9/9/24 

1,950‌

1,950‌

Tarrant

County

Cultural

Ed.

Fac.

Fin.,

Texas

Health

Resources

System,

Series B,

VRDN,

2.85%,

9/9/24 

7,000‌

7,000‌

Tarrant

County

Cultural

Ed.

Fac.

Fin.,

Texas

Health

Resources

System,

Series C,

VRDN,

2.85%,

9/9/24 

740‌

740‌

Texas,

Veterans,

GO,

VRDN,

2.85%,

9/9/24 

635‌

635‌

Texas,

Veterans,

Series 2017,

GO,

VRDN,

2.85%,

9/9/24 

1,640‌

1,640‌

Texas,

Veterans,

Series 2018,

GO,

VRDN,

2.85%,

9/9/24 

770‌

770‌

Texas,

Veterans

Housing

Assistance

Program,

Series C,

GO,

VRDN,

2.85%,

9/9/24 

2,585‌

2,585‌

Univ.

of

Colorado

Hosp.

Auth.,

Series A,

VRDN,

3.40%,

9/9/24 

5,600‌

5,600‌

Utah

County,

IHC

Health

Services,

Series B,

VRDN,

3.00%,

9/9/24 

2,730‌

2,730‌

Utah

County,

IHC

Health

Services,

Series C,

VRDN,

2.90%,

9/9/24 

1,900‌

1,900‌

Virginia

College

Building

Auth.,

Univ.

of

Richmond

Project,

VRDN,

2.95%,

9/9/24 

1,500‌

1,500‌

Virginia

Small

Business

Fin.

Auth.,

Carilion

Clinic,

Series A,

VRDN,

2.94%,

9/9/24 

4,350‌

4,350‌

Virginia

Small

Business

Fin.

Auth.,

Carilion

Clinic,

Series B,

VRDN,

2.90%,

9/9/24 

1,800‌

1,800‌

Wisconsin

Housing

&

Economic

Dev.

Auth.

Home

Ownership

Revenue,

Series C,

VRDN,

2.90%,

9/9/24 

710‌

710‌

Wisconsin

Housing

&

Economic

Dev.

Auth.

Housing

Revenue,

Series C,

VRDN,

3.00%,

9/9/24 

7,500‌

7,500‌

Total

Variable

Rate

Demand

Notes

(Cost

$259,235)

259,235‌

Total

Investments

in

Securities

 99.8%

of

Net

Assets

(Cost

$659,596)

$

659,596‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

15

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

‡

Par

is

denominated

in

U.S.

dollars

unless

otherwise

noted.

(1)

When-issued

security

(2)

Security

was

purchased

pursuant

to

Rule

144A

under

the

Securities

Act

of

1933

and

may

be

resold

in

transactions

exempt

from

registration

only

to

qualified

institutional

buyers.

Total

value

of

such

securities

at

period-end

amounts

to

$144,430

and

represents

21.9%

of

net

assets.

(3)

Insured

by

Build

America

Mutual

Assurance

Company

BAN

Bond

Anticipation

Note

CDA

Community

Development

Administration/Authority

COP

Certificate

of

Participation

DOT

Department

of

Transportation

EFA

Educational

Facility

Authority

GO

General

Obligation

HEFA

Health

&

Educational

Facility

Authority

HFA

Health

Facility

Authority

HFFA

Health

Facility

Financing

Authority

HHEFA

Health

&

Higher

Educational

Facility

Authority

IDA

Industrial

Development

Authority/Agency

TAN

Tax

Anticipation

Note

TECP

Tax-Exempt

Commercial

Paper

TRAN

Tax

Revenue

Anticipation

Note

VR

Variable

Rate;

rate

shown

is

effective

rate

at

period-end.

The

rates

for

certain

variable

rate

securities

are

not

based

on

a

published

reference

rate

and

spread

but

are

determined

by

the

issuer

or

agent

and

based

on

current

market

conditions.

VRDN

Variable

Rate

Demand

Note

under

which

the

holder

has

the

right

to

sell

the

security

to

the

issuer

or

the

issuer’s

agent

at

a

predetermined

price

on

specified

dates;

such

specified

dates

are

considered

the

effective

maturity

for

purposes

of

the

fund’s

weighted

average

maturity;

rate

shown

is

effective

rate

at

period-end

and

maturity

date

shown

is

the

date

principal

can

be

demanded.

Certain

VRDN

rates

are

not

based

on

a

published

reference

rate

and

spread

but

may

adjust

periodically.

VRTR

Variable

Rate

Trust

Receipt

is

a

synthetic

variable

rate

instrument

which

entitles

the

holder

to

sell

the

security

to

the

issuer

or

its

agent

at

a

predetermined

price

on

specified

dates;

such

specified

dates

are

considered

the

effective

maturity

for

purposes

of

the

fund’s

weighted

average

maturity;

rate

shown

is

effective

rate

at

period-end;

and

maturity

date

shown

is

the

date

principal

can

be

demanded.

Certain

VRTR

rates

are

not

based

on

a

published

reference

rate

and

spread

but

may

adjust

periodically.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

August

31,

2024

(Unaudited)

Statement

of

Assets

and

Liabilities

16

($000s,

except

shares

and

per

share

amounts)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

Assets

Investments

in

securities,

at

value

(cost

$659,596)

$

659,596‌

Cash

5,623‌

Interest

receivable

4,364‌

Receivable

for

investment

securities

sold

1,190‌

Receivable

for

shares

sold

1,070‌

Other

assets

38‌

Total

assets

671,881‌

Liabilities

Payable

for

investment

securities

purchased

7,576‌

Payable

for

shares

redeemed

3,159‌

Investment

management

fees

payable

107‌

Due

to

affiliates

17‌

Other

liabilities

75‌

Total

liabilities

10,934‌

Commitments

and

Contingent

Liabilities

(note

5

)

NET

ASSETS

$

660,947‌

Net

Assets

Consist

of:

Total

distributable

earnings

(loss)

$

96‌

Paid-in

capital

applicable

to

660,065,593

shares

of

$0.01

par

value

capital

stock

outstanding;

5,000,000,000

shares

authorized

660,851‌

NET

ASSETS

$

660,947‌

NET

ASSET

VALUE

PER

SHARE

Investor

Class

(Net

assets:

$153,198;

Shares

outstanding:

152,995,093)

$

1.00‌

I

Class

(Net

assets:

$507,749;

Shares

outstanding:

507,070,500)

$

1.00‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

(Unaudited)

Statement

of

Operations

17

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

6

Months

Ended

8/31/24

Investment

Income

(Loss)

Interest

income

$

11,872‌

Expenses

Investment

management

641‌

Shareholder

servicing

Investor

Class

$

165‌

I

Class

44‌

209‌

Prospectus

and

shareholder

reports

Investor

Class

1‌

I

Class

3‌

4‌

Custody

and

accounting

101‌

Registration

35‌

Legal

and

audit

14‌

Directors

1‌

Miscellaneous

26‌

Waived

/

paid

by

Price

Associates

(

39‌

)

Total

expenses

992‌

Net

investment

income

10,880‌

Realized

and

Unrealized

Gain

/

Loss

–

Net

realized

gain

on

securities

1‌

INCREASE

IN

NET

ASSETS

FROM

OPERATIONS

$

10,881‌

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

(Unaudited)

Statement

of

Changes

in

Net

Assets

18

($000s)

The

accompanying

notes

are

an

integral

part

of

these

financial

statements.

6

Months

Ended

8/31/24

Year

Ended

2/29/24

Increase

(Decrease)

in

Net

Assets

Operations

Net

investment

income

$

10,880‌

$

20,527‌

Net

realized

gain

(loss)

1‌

(

1‌

)

Increase

in

net

assets

from

operations

10,881‌

20,526‌

Distributions

to

shareholders

Net

earnings

Investor

Class

(

2,381‌

)

(

5,142‌

)

I

Class

(

8,372‌

)

(

15,463‌

)

Decrease

in

net

assets

from

distributions

(

10,753‌

)

(

20,605‌

)

Capital

share

transactions

*

Shares

sold

Investor

Class

49,712‌

104,268‌

I

Class

99,261‌

193,402‌

Distributions

reinvested

Investor

Class

2,336‌

5,007‌

I

Class

7,919‌

14,607‌

Shares

redeemed

Investor

Class

(

69,356‌

)

(

114,762‌

)

I

Class

(

105,233‌

)

(

189,339‌

)

Increase

(decrease)

in

net

assets

from

capital

share

transactions

(

15,361‌

)

13,183‌

Net

Assets

Increase

(decrease)

during

period

(

15,233‌

)

13,104‌

Beginning

of

period

676,180‌

663,076‌

End

of

period

$

660,947‌

$

676,180‌

*

Capital

share

transactions

at

net

asset

value

of

$1.00

per

share.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

Unaudited

NOTES

TO

FINANCIAL

STATEMENTS

19

T.

Rowe

Price

Tax-Exempt

Money

Fund,

Inc. (the

fund) is

registered

under

the

Investment

Company

Act

of

1940

(the

1940

Act)

as a

diversified, open-end

management

investment

company. The

fund

seeks

to

provide

preservation

of

capital,

liquidity,

and,

consistent

with

these

objectives,

the

highest

current

income

exempt

from

federal

income

taxes. The

fund

intends

to

operate

as

a

retail

money

market

fund

and

has

the

ability

to impose

liquidity

fees

on

redemptions if

the

fund’s

Board

of

Directors

determine

that

doing

so

is

in

the

best

interests

of

the

shareholders.

The

fund

has two classes

of

shares:

the

Tax-Exempt

Money

Fund

(Investor

Class)

and

the

Tax-Exempt

Money

Fund–I

Class

(I

Class).

I

Class

shares

require

a

$500,000

initial

investment

minimum,

although

the

minimum

generally

is

waived

or

reduced

for

financial

intermediaries,

eligible

retirement

plans,

and

certain

other

accounts. Each

class

has

exclusive

voting

rights

on

matters

related

solely

to

that

class;

separate

voting

rights

on

matters

that

relate

to

both

classes;

and,

in

all

other

respects,

the

same

rights

and

obligations

as

the

other

class.

NOTE

1

-

SIGNIFICANT

ACCOUNTING

POLICIES 

Basis

of

Preparation

 The fund

is

an

investment

company

and

follows

accounting

and

reporting

guidance

in

the

Financial

Accounting

Standards

Board

(FASB)

Accounting

Standards

Codification

Topic

946

(ASC

946).

The

accompanying

financial

statements

were

prepared

in

accordance

with

accounting

principles

generally

accepted

in

the

United

States

of

America

(GAAP),

including,

but

not

limited

to,

ASC

946.

GAAP

requires

the

use

of

estimates

made

by

management.

Management

believes

that

estimates

and

valuations

are

appropriate;

however,

actual

results

may

differ

from

those

estimates,

and

the

valuations

reflected

in

the

accompanying

financial

statements

may

differ

from

the

value

ultimately

realized

upon

sale

or

maturity.

Investment

Transactions,

Investment

Income,

and

Distributions

 Investment

transactions

are

accounted

for

on

the

trade

date

basis.

Income

and

expenses

are

recorded

on

the

accrual

basis.

Realized

gains

and

losses

are

reported

on

the

identified

cost

basis. Premiums

and

discounts

on

debt

securities

are

amortized

for

financial

reporting

purposes. Income

tax-related

interest

and

penalties,

if

incurred,

are

recorded

as

income

tax

expense. Distributions

to

shareholders

are

recorded

on

the

ex-dividend

date. Income

distributions,

if

any, are

declared

by

each

class daily

and

paid

monthly. A

capital

gain

distribution,

if

any, may

also

be

declared

and

paid

by

the

fund

annually.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

20

Class

Accounting

 Shareholder

servicing,

prospectus,

and

shareholder

report

expenses

incurred

by

each

class

are

charged

directly

to

the

class

to

which

they

relate.

Expenses

common

to

all

classes

and

investment

income

are

allocated

to

the

classes

based

upon

the

relative

daily

net

assets

of

each

class’s

settled

shares;

realized

and

unrealized

gains

and

losses

are

allocated

based

upon

the

relative

daily

net

assets

of

each

class’s

outstanding

shares.

Capital

Transactions

 Each

investor’s

interest

in

the

net

assets

of the

fund

is

represented

by

fund

shares. The

fund’s

net

asset

value

(NAV)

per

share

is

computed

at

the

close

of

the

New

York

Stock

Exchange

(NYSE),

normally

4

p.m.

ET,

each

day

the

NYSE

is

open

for

business.

However,

the

NAV

per

share

may

be

calculated

at

a

time

other

than

the

normal

close

of

the

NYSE

if

trading

on

the

NYSE

is

restricted,

if

the

NYSE

closes

earlier,

or

as

may

be

permitted

by

the

SEC.

Purchases

and

redemptions

of

fund

shares

are

transacted

at

the

next-computed

NAV

per

share,

after

receipt

of

the

transaction

order

by

T.

Rowe

Price

Associates,

Inc.,

or

its

agents.

Indemnification

 In

the

normal

course

of

business, the

fund

may

provide

indemnification

in

connection

with

its

officers

and

directors,

service

providers,

and/or

private

company

investments. The

fund’s

maximum

exposure

under

these

arrangements

is

unknown;

however,

the

risk

of

material

loss

is

currently

considered

to

be

remote.

NOTE

2

-

VALUATION 

The

fund’s

financial

instruments

are

valued

at

the

close

of

the

NYSE

and

are

reported

at

fair

value,

which

GAAP

defines

as

the

price

that

would

be

received

to

sell

an

asset

or

paid

to

transfer

a

liability

in

an

orderly

transaction

between

market

participants

at

the

measurement

date.

Assets

and

liabilities

other

than

financial

instruments,

including

short-term

receivables

and

payables,

are

carried

at

cost,

or

estimated

realizable

value,

if

less,

which

approximates

fair

value.

The

fund’s

Board

of

Directors

(the

Board)

has

designated

T.

Rowe

Price

Associates,

Inc.

as

the

fund’s

valuation

designee

(Valuation

Designee).

Subject

to

oversight

by

the

Board,

the

Valuation

Designee

performs

the

following

functions

in

performing

fair

value

determinations:

assesses

and

manages

valuation risks;

establishes

and

applies

fair

value

methodologies;

tests

fair

value

methodologies;

and

evaluates

pricing

vendors

and

pricing

agents.

The

duties

and

responsibilities

of

the

Valuation

Designee

are

performed

by

its

Valuation

Committee.

The

Valuation

Designee

provides

periodic

reporting

to

the

Board

on

valuation

matters.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

21

Various

valuation

techniques

and

inputs

are

used

to

determine

the

fair

value

of

financial

instruments.

GAAP

establishes

the

following

fair

value

hierarchy

that

categorizes

the

inputs

used

to

measure

fair

value:

Level

1 – quoted

prices

(unadjusted)

in

active

markets

for

identical

financial

instruments

that

the

fund

can

access

at

the

reporting

date

Level

2 – inputs

other

than

Level

1

quoted

prices

that

are

observable,

either

directly

or

indirectly

(including,

but

not

limited

to,

quoted

prices

for

similar

financial

instruments

in

active

markets,

quoted

prices

for

identical

or

similar

financial

instruments

in

inactive

markets,

interest

rates

and

yield

curves,

implied

volatilities,

and

credit

spreads)

Level

3 – unobservable

inputs

(including

the Valuation

Designee’s

assumptions

in

determining

fair

value)

Observable

inputs

are

developed

using

market

data,

such

as

publicly

available

information

about

actual

events

or

transactions,

and

reflect

the

assumptions

market

participants

would

use

to

price

the

financial

instrument.

Unobservable

inputs

are

those

for

which

market

data

are

not

available

and

are

developed

using

the

best

information

available

about

the

assumptions

that

market

participants

would

use

to

price

the

financial

instrument.

GAAP

requires

valuation

techniques

to

maximize

the

use

of

relevant

observable

inputs

and

minimize

the

use

of

unobservable

inputs.

Input

levels

are

not

necessarily

an

indication

of

the

risk

or

liquidity

associated

with

financial

instruments

at

that

level

but

rather

the

degree

of

judgment

used

in

determining

those

values.

In

accordance

with

Rule

2a-7

under

the

1940

Act,

the

fund

values

its

securities

at

amortized

cost,

which

approximates

fair

value.

Securities

for

which

amortized

cost

is

deemed

not

to

reflect

fair

value

are

stated

at

fair

value

as

determined

in

good

faith

by

the

Valuation

Designee,

in

accordance

with

fair

valuation

policies

and

procedures.

On

August

31,

2024,

all

of

the

fund’s

financial

instruments

were

classified

as

Level

2

in

the

fair

value

hierarchy.

NOTE

3

-

OTHER

INVESTMENT

TRANSACTIONS 

Consistent

with

its

investment

objective, the

fund

engages

in

the

following

practices

to

manage

exposure

to

certain

risks

and/or

to

enhance

performance.

The

investment

objective,

policies,

program,

and

risk

factors

of the

fund

are

described

more

fully

in the

fund’s prospectus

and

Statement

of

Additional

Information.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

22

Restricted

Securities

 The

fund

invests

in

securities

that

are

subject

to

legal

or

contractual

restrictions

on

resale.

Prompt

sale

of

such

securities

at

an

acceptable

price

may

be

difficult

and

may

involve

substantial

delays

and

additional

costs.

When-Issued

Securities

 The fund

enters

into

when-issued

purchase

or

sale

commitments,

pursuant

to

which

it

agrees

to

purchase

or

sell,

respectively,

an

authorized

but

not

yet

issued

security

for

a

fixed

unit

price,

with

payment

and

delivery

not

due

until

issuance

of

the

security

on

a

scheduled

future

date.

When-issued

securities

may

be

new

securities

or

securities

issued

through

a

corporate

action,

such

as

a

reorganization

or

restructuring.

Until

settlement,

the

fund

maintains

liquid

assets

sufficient

to

settle

its

commitment

to

purchase

a

when-issued

security.

Amounts

realized

on

when-issued

transactions

are

included

in

realized

gain/loss

on

securities

in

the

accompanying

financial

statements. 

NOTE

4

-

FEDERAL

INCOME

TAXES

Generally,

no

provision

for

federal

income

taxes

is

required

since

the

fund

intends

to continue

to

qualify

as

a

regulated

investment

company

under

Subchapter

M

of

the

Internal

Revenue

Code

and

distribute

to

shareholders

all

of

its income

and

gains.

Distributions

determined

in

accordance

with

federal

income

tax

regulations

may

differ

in

amount

or

character

from

net

investment

income

and

realized

gains

for

financial

reporting

purposes.

Financial

reporting

records

are

adjusted

for

permanent

book/tax

differences

to

reflect

tax

character

but

are

not

adjusted

for

temporary

differences.

The

amount

and

character

of

tax-basis

distributions

and

composition

of

net

assets

are

finalized

at

fiscal

year-

end;

accordingly,

tax-basis

balances

have

not

been

determined

as

of

the

date

of

this

report. 

At

August

31,

2024,

the

cost

of

investments

(including

derivatives,

if

any)

for

federal

income

tax

purposes

was

$659,596,000.

NOTE

5

-

RELATED

PARTY

TRANSACTIONS

The

fund

is

managed

by

T.

Rowe

Price

Associates,

Inc.

(Price

Associates),

a

wholly

owned

subsidiary

of

T.

Rowe

Price

Group,

Inc.

(Price

Group). The

investment

management

agreement

between

the

fund

and

Price

Associates

provides

for

an

annual

investment

management

fee

equal

to 0.19%

of

the

fund’s

average

daily

net

assets.

The

fee

is

computed

daily

and

paid

monthly.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

23

The Investor

Class is

subject

to

a

contractual

expense

limitation

through

the

expense

limitation

date

indicated

in

the

table

below.

During

the

limitation

period,

Price

Associates

is required

to

waive

or

pay

any

expenses

(excluding

interest;

expenses

related

to

borrowings,

taxes,

and

brokerage;

non-recurring,

extraordinary

expenses;

and

acquired

fund

fees

and

expenses)

that

would

otherwise

cause

the class’s ratio

of

annualized

total

expenses

to

average

net

assets

(net

expense

ratio)

to

exceed

its

expense

limitation.

The

class

is

required

to

repay

Price

Associates

for

expenses

previously

waived/paid

to

the

extent

the

class’s net

assets

grow

or

expenses

decline

sufficiently

to

allow

repayment

without

causing

the class’s net

expense

ratio

(after

the

repayment

is

taken

into

account)

to

exceed

the

lesser

of:

(1)

the

expense

limitation

in

place

at

the

time

such

amounts

were

waived;

or

(2)

the class’s

current

expense

limitation.

However,

no

repayment

will

be

made

more

than

three

years

after

the

date

of

a

payment

or

waiver.

The

I

Class

is

also

subject

to

an

operating

expense

limitation

(I

Class

Limit)

pursuant

to

which

Price

Associates

is

contractually

required

to

pay

all

operating

expenses

of

the

I

Class,

excluding

management

fees;

interest;

expenses

related

to

borrowings,

taxes,

and

brokerage; non-recurring,

extraordinary expenses; and

acquired

fund

fees

and

expenses, to

the

extent

such

operating

expenses,

on

an

annualized

basis,

exceed

the

I

Class

Limit. This

agreement

will

continue

through

the

expense

limitation

date

indicated

in

the

table

below,

and

may

be

renewed,

revised,

or

revoked

only

with

approval

of

the

fund’s

Board.

The

I

Class

is

required

to

repay

Price

Associates

for

expenses

previously

paid

to

the

extent

the

class’s

net

assets

grow

or

expenses

decline

sufficiently

to

allow

repayment

without

causing

the

class’s

operating

expenses

(after

the

repayment

is

taken

into

account)

to

exceed

the

lesser

of:

(1)

the

I

Class

Limit

in

place

at

the

time

such

amounts

were

paid;

or

(2)

the

current

I

Class

Limit.

However,

no

repayment

will

be

made

more

than

three

years

after

the

date

of

a

payment

or

waiver.

Pursuant

to

these

agreements,

expenses

were waived/paid

by

and/or

repaid

to

Price

Associates

during

the six

months

ended August

31,

2024 as

indicated

in

the

table

below.

Including

these

amounts,

expenses

previously

waived/paid

by

Price

Associates

in

the

amount

of $173,000 remain

subject

to

repayment

by

the

fund

at

August

31,

2024. Any

repayment

of

expenses

previously

waived/paid

by

Price

Associates

during

the

period

would

be

included

in

the

net

investment

income

and

expense

ratios

presented

on

the

accompanying

Financial

Highlights.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

24

Price

Associates

may

voluntarily

waive

all

or

a

portion

of

its

management

fee

and

reimburse

operating

expenses

to

the

extent

necessary

for

the

fund

to

maintain

a

zero

or

positive

net

yield

(voluntary

waiver).

This

voluntary

waiver

is

in

addition

to

the

contractual

expense

limit

in

effect

for

the

fund. Any

amounts

waived/paid

by

Price

Associates

under

this

voluntary

agreement

are

not

subject

to

repayment

by

the

fund.

Price

Associates

may

amend

or

terminate

this

voluntary

arrangement

at

any

time

without

prior

notice.

For

the

six

months ended

August

31,

2024,

the

fund

had

no

voluntary

waivers.

In

addition,

the

fund

has

entered

into

service

agreements

with

Price

Associates

and

a

wholly

owned

subsidiary

of

Price

Associates,

each

an

affiliate

of

the

fund

(collectively,

Price).

Price

Associates

provides

certain

accounting

and

administrative

services

to

the

fund.

T.

Rowe

Price

Services,

Inc.

provides

shareholder

and

administrative

services

in

its

capacity

as

the

fund’s

transfer

and

dividend-disbursing

agent.

For

the

six

months

ended

August

31,

2024,

expenses

incurred

pursuant

to

these

service

agreements

were

$56,000

for

Price

Associates

and

$171,000

for

T.

Rowe

Price

Services,

Inc.

All

amounts

due

to

and

due

from

Price,

exclusive

of

investment

management

fees

payable,

are

presented

net

on

the

accompanying

Statement

of

Assets

and

Liabilities.

T.

Rowe

Price

Investment

Services,

Inc.

(Investment

Services)

serves

as

distributor

to

the

fund.

Pursuant

to

an

underwriting

agreement,

no

compensation

for

any

distribution

services

provided

is

paid

to

Investment

Services

by

the

fund

(except

for

12b-1

fees

under

a

Board-approved

Rule

12b-1

plan).

The fund may

participate

in

securities

purchase

and

sale

transactions

with

other

funds

or

accounts

advised

by

Price

Associates

(cross

trades),

in

accordance

with

procedures

adopted

by the

fund’s

Board

and

Securities

and

Exchange

Commission

rules,

which

require,

among

other

things,

that

such

purchase

and

sale

cross

trades

be

effected

at

the

independent

current

market

price

of

the

security.

During

the

six

months

ended

August

31,

2024,

the

aggregate

value

of

purchases

and

sales

cross

trades

with

other

funds

or

accounts

advised

by

Price

Associates

was

less

than

1%

of

the

fund’s

net

assets

as

of

August

31,

2024.

Investor

Class

I

Class

Expense

limitation/I

Class

Limit

0.45%

0.05%

Expense

limitation

date

04/30/26

04/30/26

(Waived)/repaid

during

the

period

($000s)

$—

$(39)

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

25

NOTE

6

-

OTHER

MATTERS

Unpredictable environmental,

political,

social

and

economic

events,

including

but

not

limited

to,

environmental

or

natural

disasters,

war

and

conflict

(including

Russia’s

military

invasion

of

Ukraine

and

the

conflict

in

Israel,

Gaza

and

surrounding

areas),

terrorism,

geopolitical

developments

(including

trading

and

tariff

arrangements,

sanctions

and

cybersecurity

attacks),

and

public

health

epidemics

(including

the

global

outbreak

of

COVID-19)

and

similar

public

health

threats,

may

significantly

affect

the

economy

and

the

markets

and

issuers

in

which

a

fund

invests.

The

extent

and

duration

of

such

events

and

resulting

market

disruptions

cannot

be

predicted.

These

and

other

similar

events

may

cause

instability

across

global

markets,

including

reduced

liquidity

and

disruptions

in

trading

markets,

while

some

events

may

affect

certain

geographic

regions,

countries,

sectors,

and

industries

more

significantly

than

others,

and

exacerbate

other

pre-existing

political,

social,

and

economic

risks.

The

fund’s

performance

could

be

negatively

impacted

if

the

value

of

a

portfolio

holding

were

harmed

by

these

or

such

events.

Management

actively

monitors

the

risks

and

financial

impacts

arising

from

such

events.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

26

APPROVAL

OF

INVESTMENT

MANAGEMENT

AGREEMENT

Each

year,

the

fund’s

Board

of

Directors

(Board)

considers

the

continuation

of

the

investment

management

agreement

(Advisory

Contract)

between

the

fund

and

its

investment

adviser,

T.

Rowe

Price

Associates,

Inc.

(Adviser).

In

that

regard,

at

a

meeting

held

on

March

11–12,

2024

(Meeting),

the

Board,

including

all

of

the

fund’s

independent

directors

present

in

person

at

the

Meeting,

approved

the

continuation

of

the

fund’s

Advisory

Contract.

At

the

Meeting,

the

Board

considered

the

factors

and

reached

the

conclusions

described

below

relating

to

the

selection

of

the

Adviser

and

the

approval

of

the

Advisory

Contract.

The

independent

directors

were

assisted

in

their

evaluation

of

the

Advisory

Contract

by

independent

legal

counsel

from

whom

they

received

separate

legal

advice

and

with

whom

they

met

separately.

In

providing

information

to

the

Board,

the

Adviser

was

guided

by

a

detailed

set

of

requests

for

information

submitted

by

independent

legal

counsel

on

behalf

of

the

independent

directors.

In

considering

and

approving

the

continuation

of

the

Advisory

Contract,

the

Board

considered

the

information

it

believed

was

relevant,

including,

but

not

limited

to,

the

information

discussed

below.

The

Board

considered

not

only

the

specific

information

presented

in

connection

with

the

Meeting,

but

also

the

knowledge

gained

over

time

through

interaction

with

the

Adviser

about

various

topics.

The

Board

meets

regularly

and,

at

each

of

its

meetings,

covers

an

extensive

agenda

of

topics

and

materials

and

considers

factors

that

are

relevant

to

its

annual

consideration

of

the

renewal

of

the

T.

Rowe

Price

funds’

advisory

contracts,

including

performance

and

the

services

and

support

provided

to

the

funds

and

their

shareholders.

Services

Provided

by

the

Adviser

The

Board

considered

the

nature,

quality,

and

extent

of

the

services

provided

to

the

fund

by

the

Adviser.

These

services

included,

but

were

not

limited

to,

directing

the

fund’s

investments

in

accordance

with

its

investment

program

and

the

overall

management

of

the

fund’s

portfolio,

as

well

as

a

variety

of

related

activities

such

as

financial,

investment

operations,

and

administrative

services;

compliance;

maintaining

the

fund’s

records

and

registrations;

and

shareholder

communications.

The

Board

also

reviewed

the

background

and

experience

of

the

Adviser’s

senior

management

team

and

investment

personnel

involved

in

the

management

of

the

fund,

as

well

as

the

Adviser’s

compliance

record.

The

Board

concluded

that

the

information

it

considered

with

respect

to

the

nature,

quality,

and

extent

of

the

services

provided

by

the

Adviser,

as

well

as

the

other

factors

considered

at

the

Meeting,

supported

the

Board’s

approval

of

the

continuation

of

the

Advisory

Contract.

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

27

Investment

Performance

of

the

Fund

The

Board

took

into

account

discussions

with

the

Adviser

and

detailed

reports

that

it

regularly

receives

throughout

the

year

on

relative

and

absolute

performance

for

the

T.

Rowe

Price

funds.

In

connection

with

the

Meeting,

the

Board

reviewed

information

provided

by

the

Adviser

that

compared

the

fund’s

total

returns,

as

well

as

a

wide

variety

of

other

previously

agreed-upon

performance

measures

and

market

data,

against

relevant

benchmark

indexes

and

peer

groups

of

funds

with

similar

investment

programs

for

various

periods

through

December

31,

2023.

Additionally,

the

Board

reviewed

the

fund’s

relative

performance

information

as

of

September

30,

2023,

which

ranked

the

returns

of

the

fund’s

Investor

Class

for

various

periods

against

a

universe

of

funds

with

similar

investment

programs

selected

by

Broadridge,

an

independent

provider

of

mutual

fund

data.

In

the

course

of

its

deliberations,

the

Board

considered

performance

information

provided

throughout

the

year

and

in

connection

with

the

Advisory

Contract

review

at

the

Meeting,

as

well

as

information

provided

during

investment

review

meetings

conducted

with

portfolio

managers

and

senior

investment

personnel

during

the

course

of

the

year

regarding

the

fund’s

performance.

The

Board

also

considered

relevant

factors,

such

as

overall

market

conditions

and

trends

that

could

adversely

impact

the

fund’s

performance,

the

length

of

the

fund’s

performance

track

record,

and

how

closely

the

fund’s

strategies

align

with

its

benchmarks

and

peer

groups.

The

Board

concluded

that

the

information

it

considered

with

respect

to

the

fund’s

performance,

as

well

as

the

other

factors

considered

at

the

Meeting,

supported

the

Board’s

approval

of

the

continuation

of

the

Advisory

Contract.

Costs,

Benefits,

Profits,

and

Economies

of

Scale

The

Board

reviewed

detailed

information

regarding

the

revenues

received

by

the

Adviser

under

the

Advisory

Contract

and

other

direct

and

indirect

benefits

that

the

Adviser

(and

its

affiliates)

may

have

realized

from

its

relationship

with

the

fund.

In

considering

soft-dollar

arrangements

pursuant

to

which

research

may

be

received

from

broker-dealers

that

execute

the

fund’s

portfolio

transactions,

the

Board

noted

that

during

2023

the

Adviser

paid

the

costs

of

research

services

for

all

client

accounts

that

it

advises,

including

the

T.

Rowe

Price

funds.

However,

effective

January

1,

2024,

the

Adviser

will

begin

using

brokerage

commissions

in

connection

with

certain

T.

Rowe

Price

funds’

securities

transactions

to

pay

for

research

when

permissible.

The

Board

received

information

on

the

estimated

costs

incurred

and

profits

realized

by

the

Adviser

from

managing

the

T.

Rowe

Price

funds.

The

Board

also

reviewed

estimates

of

the

profits

realized

from

managing

the

fund

in

particular,

and

the

Board

concluded

that

the

Adviser’s

profits

were

reasonable

in

light

of

the

services

provided

to

the

fund.

APPROVAL

OF

INVESTMENT

MANAGEMENT

AGREEMENT

(continued)

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

28

The

Board

also

considered

whether

the

fund

benefits

under

the

fee

levels

set

forth

in

the

Advisory

Contract

or

otherwise

from

any

economies

of

scale

realized

by

the

Adviser.

Under

the

Advisory

Contract,

the

fund

pays

a

fee

to

the

Adviser

for

investment

management

services

based

on

the

fund’s

average

daily

net

assets

and

the

fund

pays

its

own

expenses

of

operations.

Assets

of

the

fund

are

included

in

the

calculation

of

the

group

fee

rate,

which

serves

as

a

component

of

the

management

fee

for

many

other

T.

Rowe

Price

funds

and

declines

at

certain

asset

levels

based

on

the

combined

average

net

assets

of

most

of

the

T.

Rowe

Price

funds

(including

the

fund).

Although

the

fund

does

not

have

a

group

fee

component

to

its

management

fee,

its

assets

are

included

in

the

calculation

because

certain

resources

utilized

to

operate

the

fund

are

shared

with

other

T.

Rowe

Price

funds.

The

fund’s

shareholders

also

benefit

from

potential

economies

of

scale

through

a

decline

in

certain

operating

expenses

as

the

fund

grows

in

size.

However,

the

fund

is

also

subject

to

contractual

expense

limitations

that

require

the

Adviser

to

waive

its

fees

and/or

bear

any

expenses

that

would

otherwise

cause

the

expenses

of

a

share

class

of

the

fund

to

exceed

a

certain

percentage

based

on

the

class’s

net

assets.

The

expense

limitations

mitigate

the

potential

for

an

increase

in

operating

expenses

above

a

certain

level

that

could

impact

shareholders.

In

addition,

the

Board

noted

that

the

fund

potentially

shares

in

indirect

economies

of

scale

through

the

Adviser’s

ongoing

investments

in

its

business

in

support

of

the

T.

Rowe

Price

funds,

including

investments

in

trading

systems,

technology,

and

regulatory

support

enhancements,

and

the

ability

to

possibly

negotiate

lower

fee

arrangements

with

third-party

service

providers.

The

Board

concluded

that

the

advisory

fee

structure

for

the

fund

provides

for

a

reasonable

sharing

of

benefits

from

any

economies

of

scale

with

the

fund’s

investors.

Fees

and

Expenses

The

Board

was

provided

with

information

regarding

industry

trends

in

management

fees

and

expenses.

Among

other

things,

the

Board

reviewed

data

for

peer

groups

that

were

compiled

by

Broadridge,

which

compared:

(i)

contractual

management

fees,

actual

management

fees,

nonmanagement

expenses,

and

total

expenses

of

the

Investor

Class

of

the

fund

with

a

group

of

competitor

funds

selected

by

Broadridge

(Expense

Group)

and

(ii)

actual

management

fees,

nonmanagement

expenses,

and

total

expenses

of

the

Investor

Class

of

the

fund

with

a

broader

set

of

funds

within

the

Lipper

investment

classification

(Expense

Universe).

The

Board

considered

the

fund’s

contractual

management

fee

rate,

actual

management

fee

rate

(which

reflects

the

management

fees

actually

received

from

the

fund

by

the

Adviser

after

any

applicable

waivers,

reductions,

or

reimbursements),

operating

expenses,

and

total

expenses

(which

reflect

the

net

total

expense

ratio

of

the

fund

after

any

waivers,

reductions,

or

reimbursements)

in

comparison

with

the

APPROVAL

OF

INVESTMENT

MANAGEMENT

AGREEMENT

(continued)

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

29

information

for

the

Broadridge

peer

groups.

Broadridge

generally

constructed

the

peer

groups

by

seeking

the

most

comparable

funds

based

on

similar

investment

classifications

and

objectives,

expense

structure,

asset

size,

and

operating

components

and

attributes

and

ranked

funds

into

quintiles,

with

the

first

quintile

representing

the

funds

with

the

lowest

relative

expenses

and

the

fifth

quintile

representing

the

funds

with

the

highest

relative

expenses.

The

information

provided

to

the

Board

indicated

that

the

fund’s

contractual

management

fee

ranked

in

the

second

quintile

(Expense

Group),

the

fund’s

actual

management

fee

rate

ranked

in

the

fourth

quintile

(Expense

Group

and

Expense

Universe),

and

the

fund’s

total

expenses

ranked

in

the

fourth

quintile

(Expense

Group)

and

fifth

quintile

(Expense

Universe).

The

Adviser

provided

the

Board

with

additional

information

with

respect

to

the

fund’s

relative

actual

management

fees

and

total

expenses

ranking

in

the

fourth

and

fifth

quintiles.

The

Board

reviewed

and

considered

the

information

provided

relating

to

the

fund,

including

other

funds

in

the

peer

group,

and

other

factors

that

the

Board

determined

to

be

relevant.

The

Board

also

reviewed

the

fee

schedules

for

other

investment

portfolios

with

similar

mandates

that

are

advised

or

subadvised

by

the

Adviser

and

its

affiliates,

including

separately

managed

accounts

for

institutional

and

individual

investors;

subadvised

funds;

and

other

sponsored

investment

portfolios,

including

collective

investment

trusts

and

pooled

vehicles

organized

and

offered

to

investors

outside

the

United

States.

Management

provided

the

Board

with

information

about

the

Adviser’s

responsibilities

and

services

provided

to

subadvisory

and

other

institutional

account

clients,

including

information

about

how

the

requirements

and

economics

of

the

institutional

business

are

fundamentally

different

from

those

of

the

proprietary

mutual

fund

business.

The

Board

considered

information

showing

that

the

Adviser’s

mutual

fund

business

is

generally

more

complex

from

a

business

and

compliance

perspective

than

its

institutional

account

business

and

considered

various

relevant

factors,

such

as

the

broader

scope

of

operations

and

oversight,

more

extensive

shareholder

communication

infrastructure,

greater

asset

flows,

heightened

business

risks,

and

differences

in

applicable

laws

and

regulations

associated

with

the

Adviser’s

proprietary

mutual

fund

business.

In

assessing

the

reasonableness

of

the

fund’s

management

fee

rate,

the

Board

considered

the

differences

in

the

nature

of

the

services

required

for

the

Adviser

to

manage

its

mutual

fund

business

versus

managing

a

discrete

pool

of

assets

as

a

subadviser

to

another

institution’s

mutual

fund

or

for

an

institutional

account

and

that

the

Adviser

generally

performs

significant

additional

services

and

assumes

greater

risk

in

managing

the

fund

and

other

T.

Rowe

Price

funds

than

it

does

for

institutional

account

clients,

including

subadvised

funds.

APPROVAL

OF

INVESTMENT

MANAGEMENT

AGREEMENT

(continued)

T.

ROWE

PRICE

Tax-Exempt

Money

Fund

30

On

the

basis

of

the

information

provided

and

the

factors

considered,

the

Board

concluded

that

the

fees

paid

by

the

fund

under

the

Advisory

Contract

are

reasonable.

Approval

of

the

Advisory

Contract

As

noted,

the

Board

approved

the

continuation

of

the

Advisory

Contract.

No

single

factor

was

considered

in

isolation

or

to

be

determinative

to

the

decision.

Rather,

the

Board

concluded,

in

light

of

a

weighting

and

balancing

of

all

factors

considered,

that

it

was

in

the

best

interests

of

the

fund

and

its

shareholders

for

the

Board

to

approve

the

continuation

of

the

Advisory

Contract

(including

the

fees

to

be

charged

for

services

thereunder).

APPROVAL

OF

INVESTMENT

MANAGEMENT

AGREEMENT

(continued)

100

East

Pratt

Street

Baltimore,

MD

21202

T.

Rowe

Price

Investment

Services,

Inc.

Call

1-800-225-5132

to

request

a

prospectus

or

summary

prospectus;

each

includes

investment

objectives,

risks,

fees,

expenses,

and

other

information

that

you

should

read

and

consider

carefully

before

investing.

F52-051

10/24

 

Item 8. Changes in and Disagreements with Accountants for Open-End Management Investment Companies.

Not applicable.

Item 9. Proxy Disclosures for Open-End Management Investment Companies.

Not applicable.

Item 10. Remuneration Paid to Directors, Officers, and Others of Open-End Management Investment Companies.

Remuneration paid to Directors is included in Item 7 of this Form N-CSR.

 

Item 11. Statement Regarding Basis for Approval of Investment Advisory Contract.

If applicable, see Item 7.

Item 12. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies.

Not applicable.

Item 13. Portfolio Managers of Closed-End Management Investment Companies.

Not applicable.

Item 14. Purchases of Equity Securities by Closed-End Management Investment Company and Affiliated Purchasers.

Not applicable.

Item 15. Submission of Matters to a Vote of Security Holders.

There has been no change to the procedures by which shareholders may recommend nominees to the registrant’s board of directors.

Item 16. Controls and Procedures.

(a)  The registrant’s principal executive officer and principal financial officer have evaluated the registrant’s disclosure controls and procedures within 90 days of this filing and have concluded that the registrant’s disclosure controls and procedures were effective, as of that date, in ensuring that information required to be disclosed by the registrant in this Form N-CSR was recorded, processed, summarized, and reported timely.

(b)  The registrant’s principal executive officer and principal financial officer are aware of no change in the registrant’s internal control over financial reporting that occurred during the period covered by this report that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting.

Item 17. Disclosure of Securities Lending Activities for Closed-End Management Investment Companies.

Not applicable.

Item 18. Recovery of Erroneously Awarded Compensation.

Not applicable.

Item 19. Exhibits.

(a)(1)	The registrant’s code of ethics pursuant to Item 2 of Form N-CSR is filed with the registrant’s annual Form N-CSR.
(2)	Listing standards relating to recovery of erroneously awarded compensation: Not applicable.
(3)	Separate certifications by the registrant’s principal executive officer and principal financial officer, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(a) under the Investment Company Act of 1940, are attached.

(b)      A certification by the registrant’s principal executive officer and principal financial officer, pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and required by Rule 30a-2(b) under the Investment Company Act of 1940, is attached.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

T. Rowe Price Tax-Exempt Money Fund, Inc.

By	/s/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	October 18, 2024

Pursuant to the requirements of the Securities Exchange Act of 1934 and the Investment Company Act of 1940, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.

By	/s/ David Oestreicher
	David Oestreicher
	Principal Executive Officer
Date	October 18, 2024

By	/s/ Alan S. Dupski
	Alan S. Dupski
	Principal Financial Officer
Date	October 18, 2024