Item 1. Report to Shareholders
T. Rowe Price Growth & Income Fund
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June 30, 2004
Certified Semiannual Report
This report is certified under the Sarbanes-Oxley Act of 2002, which requires
that public companies, including mutual funds, affirm that the information
provided in their annual and semiannual shareholder reports fully and fairly
represents their financial position.
T. Rowe Price Growth & Income Fund
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Certified Semiannual Report (Unaudited)
FINANCIAL HIGHLIGHTS For a share outstanding throughout each period
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6 Months Year
Ended Ended
6/30/04 12/31/03 12/31/02 12/31/01 12/31/00 12/31/99
NET ASSET VALUE
Beginning
of period $ 21.72 $ 17.11 $ 22.82 $ 24.44 $ 24.44 $ 26.25
Investment
activities
Net investment
income (loss) 0.10 0.19 0.17 0.25 0.34 0.49
Net realized
and unrealized
gain (loss) 0.39 4.61 (5.57) (0.83) 1.83 0.46
Total from
investment
activities 0.49 4.80 (5.40) (0.58) 2.17 0.95
Distributions
Net investment
income (0.10) (0.19) (0.16) (0.26) (0.34) (0.51)
Net realized
gain -- -- (0.15) (0.78) (1.83) (2.25)
Total
distributions (0.10) (0.19) (0.31) (1.04) (2.17) (2.76)
NET ASSET VALUE
End of period $ 22.11 $ 21.72 $ 17.11 $ 22.82 $ 24.44 $ 24.44
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Ratios/Supplemental Data
Total return^ 2.26% 28.22% (23.84)% (2.17)% 8.97% 3.78%
Ratio of
total expenses
to average
net assets 0.78%! 0.82% 0.81% 0.81% 0.77% 0.77%
Ratio of net
investment
income (loss)
to average
net assets 0.86%! 1.02% 0.84% 1.08% 1.35% 1.78%
Portfolio
turnover rate 40.3%! 40.5% 44.7% 65.9% 80.3% 20.3%
Net assets,
end of period
(in millions) $1,946 $1,964 $1,675 $2,394 $2,989 $3,440
^ 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.
! Annualized
The accompanying notes are an integral part of these financial statements.
T. Rowe Price Growth & Income Fund
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Certified Semiannual Report (Unaudited) June 30, 2004
PORTFOLIO OF INVESTMENTS (1) Shares Value
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(Cost and value in $ 000s)
COMMON STOCKS 99.6%
CONSUMER DISCRETIONARY 13.4%
Automobiles 0.9%
Harley-Davidson 290,000 17,962
17,962
Hotels, Restaurants & Leisure 0.7%
International Game Technology 356,000 13,742
13,742
Household Durables 1.9%
Fortune Brands 180,000 13,577
Newell Rubbermaid 1,002,000 23,547
37,124
Media 6.7%
Cablevision Systems, Class A * 536,100 10,534
Clear Channel Communications 405,000 14,965
Disney 436,000 11,114
New York Times, Class A 450,000 20,119
News Corporation ADR 652,000 21,438
Time Warner * 1,400,000 24,612
Viacom, Class B 598,000 21,361
Washington Post, Class B 6,400 5,952
130,095
Multiline Retail 1.5%
Family Dollar Stores 585,000 17,796
Kohl's * 264,000 11,162
28,958
Specialty Retail 1.7%
Home Depot 476,000 16,755
TJX 680,000 16,415
33,170
Total Consumer Discretionary 261,051
CONSUMER STAPLES 6.1%
Beverages 1.9%
Coca-Cola 345,000 17,416
PepsiCo 340,000 18,319
35,735
Food & Staples Retailing 1.4%
Sysco 300,000 10,761
Wal-Mart 325,000 17,147
27,908
Food Products 0.9%
Campbell Soup 100,000 2,688
General Mills 325,000 15,447
18,135
Personal Products 0.6%
Gillette 265,000 11,236
11,236
Tobacco 1.3%
Altria Group 505,000 25,275
25,275
Total Consumer Staples 118,289
ENERGY 7.6%
Energy Equipment & Services 3.5%
Baker Hughes 620,000 23,343
Schlumberger 255,000 16,195
Transocean, Class C * 1,000,000 28,940
68,478
Oil & Gas 4.1%
BP ADR 385,000 20,624
ChevronTexaco 210,000 19,763
ConocoPhillips 75,000 5,722
Exxon Mobil 335,000 14,877
Royal Dutch Petroleum ADS 350,000 18,085
79,071
Total Energy 147,549
FINANCIALS 25.6%
Capital Markets 6.3%
Bank of New York 615,000 18,130
Charles Schwab 1,228,000 11,801
Federated Investors, Class B 232,300 7,048
Franklin Resources 210,000 10,517
Goldman Sachs Group 223,000 20,998
Mellon Financial 573,000 16,806
Morgan Stanley 344,000 18,153
State Street 410,000 20,106
123,559
Commercial Banks 3.7%
Comerica 325,000 17,836
Huntington Bancshares 570,000 13,053
Synovus Financial 245,000 6,203
U.S. Bancorp 1,285,000 35,415
72,507
Consumer Finance 1.7%
American Express 380,000 19,525
SLM Corporation 325,000 13,146
32,671
Diversified Financial Services 4.4%
Citigroup 910,000 42,315
J.P. Morgan Chase 850,000 32,954
Principal Financial Group 297,000 10,330
85,599
Insurance 7.4%
American International Group 235,000 16,751
Assurant 380,000 10,024
Berkshire Hathaway, Class A * 130 11,564
Marsh & McLennan 482,400 21,891
Prudential 155,000 7,203
SAFECO 338,000 14,872
Saint Paul Companies 729,203 29,562
UnumProvident 840,000 13,356
XL Capital 240,000 18,110
143,333
Real Estate 0.6%
Equity Residential, REIT 375,000 11,149
11,149
Thrifts & Mortgage Finance 1.5%
Fannie Mae 100,000 7,136
Freddie Mac 347,000 21,965
29,101
Total Financials 497,919
HEALTH CARE 10.7%
Biotechnology 0.6%
MedImmune * 507,800 11,883
11,883
Health Care Equipment & Supplies 1.1%
Guidant 105,000 5,867
Medtronic 315,000 15,347
21,214
Health Care Providers & Services 1.2%
Tenet Healthcare * 1,000,000 13,410
UnitedHealth Group 160,000 9,960
23,370
Pharmaceuticals 7.8%
Barr Pharmaceuticals * 240,000 8,088
Forest Laboratories * 352,000 19,934
Johnson & Johnson 165,000 9,190
Merck 360,000 17,100
Pfizer 1,443,000 49,466
Schering-Plough 825,000 15,246
Teva Pharmaceutical ADR 150,000 10,093
Wyeth 635,000 22,962
152,079
Total Health Care 208,546
INDUSTRIALS & BUSINESS SERVICES 12.7%
Aerospace & Defense 3.3%
Honeywell International 540,000 19,780
Lockheed Martin 500,000 26,040
Northrop Grumman 328,000 17,614
63,434
Air Freight & Logistics 1.5%
UPS, Class B 390,000 29,316
29,316
Airlines 0.9%
Southwest Airlines 1,070,000 17,944
17,944
Industrial Conglomerates 3.8%
General Electric Capital 1,615,000 52,326
Tyco International 625,000 20,713
73,039
Machinery 0.7%
Danaher 261,000 13,533
13,533
Road & Rail 2.5%
Burlington Northern Santa Fe 555,000 19,464
CSX 360,000 11,797
Union Pacific 305,000 18,132
49,393
Total Industrials & Business Services 246,659
INFORMATION TECHNOLOGY 11.6%
Communications Equipment 2.3%
Cisco Systems * 1,076,000 25,501
Juniper Networks * 322,000 7,912
Nokia ADR 815,000 11,850
45,263
Computer & Peripherals 1.8%
Dell * 550,000 19,701
Lexmark International, Class A * 160,000 15,445
35,146
Internet Software & Services 0.4%
InterActiveCorp * 264,000 7,957
7,957
Semiconductor & Semiconductor Equipment 4.0%
Analog Devices 402,000 18,926
Maxim Integrated Products 399,000 20,916
STMicroelectronics ADR 925,000 20,359
Xilinx 520,000 17,321
77,522
Software 3.1%
Adobe Systems 297,000 13,810
Microsoft 1,315,000 37,556
Oracle * 675,000 8,053
59,419
Total Information Technology 225,307
MATERIALS 6.8%
Chemicals 3.0%
Dow Chemical 435,000 17,705
DuPont 370,000 16,435
Potash Corp./Saskatchewan 250,000 24,225
58,365
Metals & Mining 2.9%
Alcoa 545,000 18,001
Newmont Mining 350,000 13,566
Nucor 330,000 25,331
56,898
Paper & Forest Products 0.9%
International Paper 375,000 16,763
16,763
Total Materials 132,026
TELECOMMUNICATION SERVICES 2.9%
Diversified Telecommunication Services 2.2%
Qwest Communications International * 1,306,900 4,692
Sprint 820,000 14,432
Verizon Communications 678,000 24,537
43,661
Wireless Telecommunication Services 0.7%
Nextel Communications, Class A * 532,000 14,183
14,183
Total Telecommunication Services 57,844
UTILITIES 2.2%
Electric Utilities 1.2%
Pinnacle West Capital 255,000 10,300
PPL 306,000 14,045
24,345
Multi-Utilities & Unregulated Power 1.0%
Duke Energy 930,000 18,870
18,870
Total Utilities 43,215
Total Common Stocks (Cost $1,542,561) 1,938,405
SHORT-TERM INVESTMENTS 1.1%
Money Market Fund 1.1%
T. Rowe Price Reserve
Investment Fund, 1.16% # 21,656,370 21,656
Total Short-Term Investments (Cost $21,656) 21,656
Total Investments in Securities
100.7% of Net Assets (Cost $1,564,217) $ 1,960,061
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(1) Denominated in U.S. dollars unless otherwise noted
# Seven-day yield
* Non-income producing
ADR American Depository Receipts
ADS American Depository Shares
REIT Real Estate Investment Trust
The accompanying notes are an integral part of these financial statements.
T. Rowe Price Growth & Income Fund
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Certified Semiannual Report (Unaudited) June 30, 2004
STATEMENT OF ASSETS AND LIABILITIES
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(In thousands except shares and per share amounts)
Assets
Investments in securities, at value (cost $1,564,217) $ 1,960,061
Other assets 4,389
Total assets 1,964,450
Liabilities
Total liabilities 18,141
NET ASSETS $ 1,946,309
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Net Assets Consist of:
Undistributed net investment income (loss) $ 315
Undistributed net realized gain (loss) 44,807
Net unrealized gain (loss) 395,844
Paid-in-capital applicable to 88,037,298 shares of
$0.01 par value capital stock outstanding;
500,000,000 shares authorized 1,505,343
NET ASSETS $ 1,946,309
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NET ASSET VALUE PER SHARE $ 22.11
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The accompanying notes are an integral part of these financial statements.
T. Rowe Price Growth & Income Fund
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Certified Semiannual Report (Unaudited)
STATEMENT OF OPERATIONS
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($ 000s)
6 Months
Ended
6/30/04
Investment Income (Loss)
Income
Dividend $ 16,142
Securities lending 17
Total income 16,159
Expenses
Investment management 5,557
Shareholder servicing 1,991
Custody and accounting 81
Prospectus and shareholder reports 40
Registration 15
Legal and audit 9
Directors 4
Miscellaneous 2
Total expenses 7,699
Net investment income (loss) 8,460
Realized and Unrealized Gain (Loss)
Net realized gain (loss) on securities 67,409
Change in net unrealized gain (loss) on securities (32,183)
Net realized and unrealized gain (loss) 35,226
INCREASE (DECREASE) IN NET
ASSETS FROM OPERATIONS $ 43,686
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The accompanying notes are an integral part of these financial statements.
T. Rowe Price Growth & Income Fund
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Certified Semiannual Report (Unaudited)
STATEMENT OF CHANGES IN NET ASSETS
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($ 000s)
6 Months Year
Ended Ended
6/30/04 12/31/04
Increase (Decrease) in Net Assets
Operations
Net investment income (loss) $ 8,460 $ 17,944
Net realized gain (loss) 67,409 68,162
Change in net unrealized gain (loss) (32,183) 362,223
Increase (decrease) in net
assets from operations 43,686 448,329
Distributions to shareholders
Net investment income (8,914) (17,748)
Capital share transactions *
Shares sold 98,771 147,726
Distributions reinvested 8,567 17,038
Shares redeemed (159,547) (306,791)
Increase (decrease) in net
assets from capital
share transactions (52,209) (142,027)
Net Assets
Increase (decrease) during period (17,437) 288,554
Beginning of period 1,963,746 1,675,192
End of period $ 1,946,309 $ 1,963,746
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(Including undistributed net
investment income of $315 at
6/30/04 and $769 at 12/31/03)
*Share information
Shares sold 4,489 7,948
Distributions reinvested 391 897
Shares redeemed (7,268) (16,348)
Increase (decrease) in shares outstanding (2,388) (7,503)
The accompanying notes are an integral part of these financial statements.
T. Rowe Price Growth & Income Fund
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Certified Semiannual Report (Unaudited) June 30, 2004
Notes to Financial Statements
NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES
T. Rowe Price Growth & Income Fund, Inc. (the fund) is registered under the
Investment Company Act of 1940 (the 1940 Act) as a diversified, open-end
management investment company and commenced operations on December 21, 1982. The
fund seeks to provide long-term capital growth, a reasonable level of current
income, and increasing future income through investments primarily in
dividend-paying common stocks.
The accompanying financial statements were prepared in accordance with
accounting principles generally accepted in the United States of America, which
require the use of estimates made by fund management.
Valuation
The fund values its investments and computes its net asset value per share at
the close of the New York Stock Exchange (NYSE), normally 4 p.m. ET, each day
that the NYSE is open for business. Equity securities listed or regularly traded
on a securities exchange or in the over-the-counter market are valued at the
last quoted sale price or, for certain markets, the official closing price at
the time the valuations are made, except for OTC Bulletin Board securities,
which are valued at the mean of the latest bid and asked prices. A security that
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 not traded on a particular day are valued at the mean of the latest
bid and asked prices for domestic securities and the last quoted sale price for
international securities.
Investments in mutual funds are valued at the mutual fund's closing net asset
value per share on the day of valuation.
Other investments and those 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 the T. Rowe Price Valuation Committee,
established by the fund's Board of Directors.
Rebates and Credits
Subject to best execution, the fund may direct certain security trades to
brokers who have agreed to rebate a portion of the related brokerage commission
to the fund in cash. Commission rebates are included in realized gain on
securities in the accompanying financial statements and totaled $61,000 for the
six months ended June 30, 2004. Additionally, the fund earns credits on
temporarily uninvested cash balances at the custodian that reduce the fund's
custody charges. Custody expense in the accompanying financial statements is
presented before reduction for credits.
Investment Transactions, Investment Income, and Distributions
Income and expenses are recorded on the accrual basis. Dividends received from
mutual fund investments are reflected as dividend income; capital gain
distributions are reflected as realized gain/loss. Dividend income and capital
gain distributions are recorded on the ex-dividend date. Investment transactions
are accounted for on the trade date. Realized gains and losses are reported on
the identified cost basis. Distributions to shareholders are recorded on the
ex-dividend date. Income distributions are declared and paid on a quarterly
basis. Capital gain distributions, if any, are declared and paid by the fund,
typically on an annual basis.
Other
In the normal course of business, the fund enters into contracts that provide
general indemnifications. The fund's maximum exposure under these arrangements
is dependent on claims that may be made against the fund in the future and,
therefore, cannot be estimated; however, based on experience, the risk of
material loss from such claims is considered remote.
NOTE 2 - INVESTMENT TRANSACTIONS
Consistent with its investment objective, the fund engages in the following
practices to manage exposure to certain risks or 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.
Securities Lending
The fund lends its securities to approved brokers to earn additional income. It
receives as collateral cash and U.S. government securities valued at 102% to
105% of the value of the securities on loan. Cash collateral is invested in a
money market pooled trust managed by the fund's lending agent in accordance with
investment guidelines approved by fund management. Collateral is maintained over
the life of the loan in an amount not less than the value of loaned securities,
as determined at the close of fund business each day; any additional collateral
required due to changes in security values is delivered to the fund the next
business day. Although risk is mitigated by the collateral, the fund could
experience a delay in recovering its securities and a possible loss of income or
value if the borrower fails to return the securities. Securities lending revenue
recognized by the fund consists of earnings on invested collateral and borrowing
fees, net of any rebates to the borrower and compensation to the lending agent.
At June 30, 2004, there were no securities on loan.
Other
Purchases and sales of portfolio securities, other than short-term securities,
aggregated $394,169,000 and $417,398,000, respectively, for the six months ended
June 30, 2004.
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 under Subchapter M of the
Internal Revenue Code and distribute to shareholders all of its taxable income
and gains. Federal income tax regulations differ from generally accepted
accounting principles; therefore, distributions determined in accordance with
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. Financial
records 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 June
30, 2004.
The fund intends to retain realized gains to the extent of available capital
loss carryforwards. As of December 31, 2003, the fund had $22,602,000 of unused
capital loss carryforwards which expire in 2010.
At June 30, 2004, the cost of investments for federal income tax purposes was
$1,564,217,000. Net unrealized gain aggregated $395,844,000 at period-end, of
which $447,655,000 related to appreciated investments and $51,811,000 related to
depreciated investments.
NOTE 4 - RELATED PARTY TRANSACTIONS
The fund is managed by T. Rowe Price Associates, Inc. (the manager or Price
Associates), a wholly owned subsidiary of T. Rowe Price Group, Inc. The
investment management agreement between the fund and the manager provides for
an annual investment management fee, which is computed daily and paid monthly.
The fee consists of an individual fund fee, equal to 0.25% of the fund's average
daily net assets, and the fund's pro-rata share of a group fee. The group fee is
calculated based on the combined net assets of certain mutual funds sponsored by
Price Associates (the group) applied to a graduated fee schedule, with rates
ranging from 0.48% for the first $1 billion of assets
to 0.295% for assets in excess of $120 billion. The fund's portion of the group
fee is determined by the ratio of its average daily net assets to those of the
group. At June 30, 2004, the effective annual group fee rate was 0.31%, and
investment management fee payable totaled $903,000.
In addition, the fund has entered into service agreements with Price Associates
and two wholly owned subsidiaries of Price Associates (collectively, Price).
Price Associates computes the daily share price and maintains the financial
records of the fund. T. Rowe Price Services, Inc., provides shareholder and
administrative services in its capacity as the fund's transfer and dividend
disbursing agent. T. Rowe Price Retirement Plan Services, Inc., provides
subaccounting and recordkeeping services for certain retirement accounts
invested in the fund. Expenses incurred pursuant to these service agreements
totaled $1,471,000 for the six months ended June 30, 2004, of which $268,000 was
payable at period-end.
The fund is also one of several mutual funds sponsored by Price Associates
(underlying Price funds) in which the T. Rowe Price Spectrum Funds (Spectrum
Funds) may invest. The Spectrum Funds do not invest in the underlying Price
funds for the purpose of exercising management or control. Pursuant to a special
servicing agreement, expenses associated with the operation of the Spectrum
Funds are borne by each underlying Price fund to the extent of estimated savings
to it and in proportion to the average daily value of its shares owned by the
Spectrum Funds. Expenses allocated under this agreement are reflected as
shareholder servicing expense in the accompanying financial statements. For the
six months ended June 30, 2004, the fund was allocated $173,000 of Spectrum
Funds' expenses, of which $125,000 related to services provided by Price and
$25,000 was payable at period-end. At June 30, 2004, approximately 8% of the
outstanding shares of the fund were held by the Spectrum Funds.
The fund may invest in the T. Rowe Price Reserve Investment Fund and the T. Rowe
Price Government Reserve Investment Fund (collectively, the Reserve Funds),
open-end management investment companies managed by Price Associates. The
Reserve Funds are offered as cash management options to mutual funds, trusts,
and other accounts managed by Price Associates and/or its affiliates, and are
not available for direct purchase by members of the public. The Reserve Funds
pay no investment management fees. During the six months ended June 30, 2004,
dividend income from the Reserve Funds totaled $86,000.
T. Rowe Price Growth & Income Fund
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Certified Semiannual Report
INFORMATION ON PROXY VOTING
A description of the policies and procedures that the T. Rowe Price Growth &
Income Fund uses to determine how to vote proxies relating to portfolio
securities is available, without charge, upon request by calling 1-800-225-5132.
It also appears in the fund's Statement of Additional Information (Form 485B),
which can be found on the SEC's Web site, www.sec.gov.
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. Schedule of Investments.
Not applicable. The complete schedule of investments is included in Item 1 of
this Form N-CSR.
Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End
Management Investment Companies.
Not applicable.
Item 8. Purchases of Equity Securities by Closed-End Management Investment
Company and Affiliated Purchasers.
Not applicable.
Item 9. Submission of Matters to a Vote of Security Holders.
Not applicable.
Item 10. 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 changes in the registrant's internal control over financial
reporting that occurred during the registrant's most recent fiscal half-year
that has materially affected, or is reasonably likely to materially affect, the
registrant's internal control over financial reporting.
Item 11. 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) 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.
(3) Written solicitation to repurchase securities issued by closed-end
companies: not applicable.
(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 Growth & Income Fund, Inc.
By: /s/ James S. Riepe
James S. Riepe
Principal Executive Officer
Date: August 16, 2004
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/ James S. Riepe
James S. Riepe
Principal Executive Officer
Date: August 16, 2004
By: /s/ Joseph A. Carrier
Joseph A. Carrier
Principal Financial Officer
Date: August 16, 2004