Item 1. Report to Shareholders T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- February 29, 2004 Certified Annual 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 Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report Performance Comparison - -------------------------------------------------------------------------------- This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with benchmarks, which may include a broad-based market index and a peer group average or index. Market indexes do not include expenses, which are deducted from fund returns as well as mutual fund averages and indexes. [Graphic Omitted] T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- As of 2/29/04 T. Rowe Price Tax-Efficient Balanced Fund $16,014 Combined Index Portfolio* $15,223 Lipper Balanced Funds Index $14,800 T. Rowe Price Combined Lipper Balanced Tax-Efficient Index Portfolio* Funds Index Balanced Fund 6/30/97 10,000 10,000 10,000 2/98 11,316 11,318 11,496 2/99 12,807 12,335 13,157 2/00 13,398 13,184 14,528 2/01 13,713 13,624 14,655 2/02 13,590 13,222 14,517 2/03 12,586 11,727 13,366 2/04 15,223 14,800 16,014 * An unmanaged portfolio of 48% stocks (S&P 500 Stock Index) and 52% bonds (Lehman Brothers Municipal Bond Index). Standardized Calendar Quarter-End Returns - -------------------------------------------------------------------------------- Since Inception Periods Ended 2/29/04 1 Year 5 Years 6/30/97 - -------------------------------------------------------------------------------- Tax-Efficient Balanced Fund 19.81% 4.01% 7.32% Lipper Balanced Funds Index 26.21 3.71 6.06 Combined Index Portfolio * 20.95 3.52 6.51 * An unmanaged portfolio of 48% stocks (S&P 500 Stock Index) and 52% bonds (Lehman Brothers Municipal Bond Index). Returns do not reflect taxes that the shareholder may pay on fund distributions or the redemption of fund shares. Past performance cannot guarantee future results. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report Dear Shareholder, We are pleased to report that your fund returned 19.81% in the 12-month period ended February 29, 2004. The fund lagged the Lipper Balanced Funds Index because our percentage allocation to stocks was lower than that of typical balanced funds. In addition, the fund slightly trailed a hypothetical portfolio of stocks and municipal bonds. As you know, the fund seeks to provide attractive long-term total returns on an after-tax basis with a balanced portfolio of stocks and municipal bonds. The fund invests a minimum of 50% of total assets in municipal bonds, primarily long-term municipals with maturities generally exceeding 10 years and investment-grade ratings. The balance is invested in large-cap stocks selected mainly from the 1,000 largest U.S. companies as measured by their capitalizations. Stock selection is based on a combination of fundamental, bottom-up analysis and top-down quantitative strategies in an effort to identify companies with superior long-term appreciation prospects. Major Index Returns - -------------------------------------------------------------------------------- Period Ended 2/29/04 12-Month Return - -------------------------------------------------------------------------------- S&P 500 Stock Index 38.52% S&P MidCap 400 Index 49.72 Russell 2000 Index 64.41 Nasdaq Composite Index 51.76 Lehman Brothers U.S. Aggregate Index 4.54 Lehman Brothers Municipal Bond Index 6.30 The Major Index Returns table shows how various domestic stock and bond market indexes performed over the fund's fiscal year. As you can see, the small-cap Russell 2000 Index produced very strong returns over the last 12 months. Large-cap stocks, as measured by the S&P 500 Stock Index, were less robust. Bond returns were positive but relatively low over the last year. Tax-free municipal bonds outperformed taxable bonds, as measured by the Lehman indexes listed in the table. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report Top 5 Equity Sectors - -------------------------------------------------------------------------------- Percent of Percent of Net Assets Net Assets 2/28/03 2/29/04 - -------------------------------------------------------------------------------- Information Technology 9.3% 12.8% Financials 10.0 10.0 Health Care 9.4 8.2 Consumer Discretionary 9.5 7.6 Consumer Staples 4.6 5.7 Historical weightings reflect current sector classifications. The Top 5 Equity Sectors table shows how our largest stock sector allocations have changed over the last year. As you can see, our exposure to information technology and consumer staples companies increased over the last year, while our allocations to the health care and consumer discretionary sectors decreased. Top 5 Municipal Sectors - -------------------------------------------------------------------------------- Percent of Percent of Net Assets Net Assets 2/28/03 2/29/04 - -------------------------------------------------------------------------------- Water and Sewer Revenue 7.7% 7.7% General Obligations - State 5.8 6.7 Hospital Revenue 6.8 5.9 Dedicated Tax Revenue 5.3 4.5 Electric Revenue 4.7 4.5 Historical weightings reflect current sector classifications. The Top 5 Municipal Sectors table shows our largest bond sector allocations at the beginning and at the end of our fiscal year. As you can see, our exposure to the sectors listed in the table changed very little. Finally, I'm sure you are aware that mutual fund companies have recently come under scrutiny for their trading policies. The investigations have led to allegations that executives of several mutual fund companies permitted or engaged in improper mutual fund trading. In addition, certain intermediaries that process fund transactions are alleged to have assisted some investors in executing improper mutual fund trades. I want T. Rowe Price shareholders to know that we emphatically condemn the abuses that have been revealed or alleged against other firms in our industry. Our firm has not entered and will not enter into any agreements with any investors or intermediaries that authorize after-hours trading or excessive short-term trading in any of our funds. T. Rowe Price investors can be assured that our firm unequivocally opposes illegal or inappropriate trading of any nature and has policies and procedures in place designed to protect the best interests of our long-term shareholders. We have reviewed trading by T. Rowe Price personnel in the T. Rowe Price mutual funds over the last several years and did not uncover the existence of any of the abusive trading practices described in recent regulatory enforcement actions relating to fund portfolio managers and senior fund executives. You may find out more about our trading policies and the steps we take to protect your interests by visiting our Web site (troweprice.com). These policies are also spelled out in your fund's prospectus. Thank you for your continued support. Respectfully submitted, James S. Riepe Chairman March 30, 2004 T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report Financial Highlights For a share outstanding throughout each period - -------------------------------------------------------------------------------- Year Ended 2/29/04 2/28/03 2/28/02 2/28/01 2/29/00 NET ASSET VALUE Beginning of period $ 11.86 $ 13.17 $ 13.59 $ 13.76 $ 12.72 Investment activities Net investment income (loss) 0.26 0.28 0.25 0.29* 0.25* Net realized and unrealized gain (loss) 2.08 (1.32) (0.42) (0.17) 1.06 Total from investment activities 2.34 (1.04) (0.17) 0.12 1.31 Distributions Net investment income (0.24) (0.27) (0.25) (0.29) (0.27) NET ASSET VALUE End of period $ 13.96 $ 11.86 $ 13.17 $ 13.59 $ 13.76 ----------------------------------------------------------- Ratios/Supplemental Data Total return^ 19.81% (7.93)% (0.94)% 0.87%* 10.42%* Ratio of total expenses to average net assets 1.08% 1.05% 0.98% 1.00%* 1.00%* Ratio of net investment income (loss) to average net assets 1.96% 2.20% 2.19% 2.11%* 1.99%* Portfolio turnover rate 18.2% 21.3% 24.3% 19.1% 40.0% Net assets, end of period (in thousands) $ 47,067 $ 40,831 $ 48,094 $ 51,050 $ 43,248 ^ 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. * Excludes expenses in excess of a 1.00% contractual expense limitation in effect through 2/28/01. The accompanying notes are an integral part of these financial statements. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report February 29, 2004 Portfolio of Investments (ss.) Shares/Par Value - -------------------------------------------------------------------------------- ($ 000s) COMMON STOCKS 47.7% CONSUMER DISCRETIONARY 7.6% Automobiles 0.2% Harley-Davidson 2,000 107 107 Hotels, Restaurants & Leisure 0.3% International Game Technology 2,000 78 Starbucks * 2,100 79 157 Internet & Catalog Retail 0.7% eBay * 4,500 310 310 Media 4.4% Clear Channel Communications 8,800 379 Disney 10,200 271 McGraw-Hill 3,000 234 Omnicom 3,100 254 Time Warner * 6,600 114 Univision Communications, Class A * 4,500 160 Viacom, Class B 11,839 455 WPP Group ADR 3,700 208 2,075 Multiline Retail 0.4% Dollar General 4,906 107 Family Dollar Stores 2,200 84 191 Specialty Retail 1.3% Bed Bath & Beyond * 2,100 86 Home Depot 8,700 316 Tiffany 2,700 113 Williams-Sonoma * 2,900 93 608 Textiles, Apparel, & Luxury Goods 0.3% Nike, Class B 1,600 117 117 Total Consumer Discretionary 3,565 CONSUMER STAPLES 5.7% Beverages 1.7% Anheuser-Busch 1,900 101 Coca-Cola 8,000 400 PepsiCo 6,200 322 823 Food & Staples Retailing 2.3% CVS 2,500 94 Sysco 4,000 158 Wal-Mart 11,300 673 Walgreen 4,200 150 1,075 Food Products 0.3% General Mills 1,400 64 Wrigley 1,100 62 126 Household Products 1.0% Colgate-Palmolive 2,200 122 Kimberly-Clark 800 52 Procter & Gamble 2,900 297 471 Personal Products 0.4% Avon Products 1,200 85 Gillette 2,500 96 181 Total Consumer Staples 2,676 FINANCIALS 10.0% Capital Markets 2.9% Bank of New York 6,800 224 Charles Schwab 13,726 168 Franklin Resources 2,800 158 Mellon Financial 3,200 104 Northern Trust 7,500 372 State Street 6,900 371 1,397 Commercial Banks 0.7% Wells Fargo 5,500 315 315 Consumer Finance 0.6% American Express 3,900 208 SLM Corporation 1,500 63 271 Diversified Financial Services 1.7% Citigroup 13,000 653 Moody's 2,100 141 794 Insurance 2.1% Ambac 1,000 78 American International Group 7,304 541 Marsh & McLennan 7,400 355 974 Thrifts & Mortgage Finance 2.0% Fannie Mae 6,800 510 Freddie Mac 6,900 427 937 Total Financials 4,688 HEALTH CARE 8.2% Biotechnology 0.7% Amgen * 4,700 299 299 Health Care Equipment & Supplies 1.2% Baxter International 1,000 29 Guidant 2,000 136 Medtronic 7,200 338 Stryker 800 71 574 Health Care Providers & Services 1.9% Cardinal Health 1,000 65 Medco * 759 25 UnitedHealth Group 7,000 434 WellPoint Health Networks * 3,500 381 905 Pharmaceuticals 4.4% Abbott Laboratories 3,300 141 AstraZeneca ADR 1,500 73 Eli Lilly 2,500 185 GlaxoSmithKline ADR 4,983 212 Johnson & Johnson 8,100 437 Merck 4,100 197 Pfizer 19,581 718 Wyeth 2,900 114 2,077 Total Health Care 3,855 INDUSTRIALS & BUSINESS SERVICES 2.9% Aerospace & Defense 0.1% Boeing 1,100 48 48 Air Freight & Logistics 0.2% Expeditors International of Washington 1,900 73 73 Commercial Services & Supplies 1.1% Apollo Group, Class A * 1,250 95 ChoicePoint * 2,000 76 Cintas 2,250 96 Devry * 2,900 86 Equifax 2,200 58 Robert Half International * 4,500 101 512 Industrial Conglomerates 1.4% 3M 800 62 General Electric 19,100 621 683 Machinery 0.1% Illinois Tool Works 900 71 71 Total Industrials & Business Services 1,387 INFORMATION TECHNOLOGY 12.8% Communications Equipment 1.5% Cisco Systems * 28,700 663 Nokia ADR 1,000 22 685 Computer & Peripherals 0.8% Dell * 8,500 278 EMC * 5,900 84 362 Electronic Equipment & Instruments 0.1% Molex, Class A 2,375 63 63 Internet Software & Services 0.6% InterActiveCorp * 4,000 130 Monster Worldwide * 3,500 77 Yahoo! * 1,500 67 274 IT Services 1.2% Automatic Data Processing 3,300 140 Certegy 1,100 38 First Data 6,000 246 Paychex 4,150 133 557 Semiconductor & Semiconductor Equipment 6.2% Altera * 15,100 333 Analog Devices 6,000 299 Applied Materials * 6,700 142 Broadcom, Class A * 3,500 142 Intel 16,300 477 Linear Technology 10,400 416 Maxim Integrated Products 8,700 434 Microchip Technology 2,500 71 Texas Instruments 10,400 319 Xilinx * 7,300 307 2,940 Software 2.4% BMC Software * 1,000 20 Computer Associates 4,500 119 Intuit * 2,100 93 Microsoft 26,400 700 Oracle * 16,700 215 1,147 Total Information Technology 6,028 MATERIALS 0.3% Chemicals 0.3% Ecolab 2,600 71 Valspar 1,500 75 Total Materials 146 TELECOMMUNICATION SERVICES 0.2% Wireless Telecommunication Services 0.2% Vodafone ADR 4,000 100 Total Telecommunication Services 100 Total Common Stocks (Cost $13,945) 22,445 MUNICIPAL BONDS 51.8% ALABAMA 0.2% Birmingham Water & Sewer, 5.25%, 1/1/22 (MBIA Insured) 100,000 109 Total Alabama (Cost $103) 109 ARIZONA 1.3% Phoenix, 5.875%, 7/1/18 (Prerefunded 7/1/10!) 500,000 594 Total Arizona (Cost $510) 594 CALIFORNIA 5.8% Beverly Hills Unified School Dist., 5.00%, 8/1/26 200,000 210 California 5.00%, 2/1/33 250,000 249 5.25%, 11/1/26 250,000 257 California Dept. of Water Resources 5.25%, 5/1/10 (MBIA Insured) 250,000 288 5.50%, 5/1/14 (AMBAC Insured) 100,000 115 California Infrastructure & Economic Dev. Bank 5.00%, 7/1/33 (AMBAC Insured) 250,000 263 5.25%, 7/1/21 (FSA Insured) 250,000 275 Capistrano Unified School Dist., 5.875%, 9/1/23 100,000 103 Golden State Tobacco Securitization Corp. Tobacco Settlement, 5.50%, 6/1/33 250,000 256 San Diego Public Fac. Fin. Auth. 5.00%, 8/1/24 (MBIA Insured) 170,000 179 San Diego Unified School Dist., 5.25%, 7/1/24 (FSA Insured) 250,000 274 Univ. of California Regents, 5.00%, 5/15/36 (AMBAC Insured) 250,000 262 Total California (Cost $2,602) 2,731 CONNECTICUT 0.9% Mashantucket Western Pequot Tribe 5.50%, 9/1/28 200,000 205 144A, 5.75%, 9/1/27 200,000 207 Total Connecticut (Cost $360) 412 DISTRICT OF COLUMBIA 3.9% District of Columbia, 6.00%, 6/1/15 - 6/1/17 (MBIA Insured) 1,500,000 1,826 Total District of Columbia (Cost $1,525) 1,826 GEORGIA 3.5% Atlanta Water And Wastewater 5.00%, 11/1/38 (FGIC Insured) 190,000 196 Georgia, 6.25%, 8/1/13 1,000,000 1,247 Griffin Combined Public Utility 5.00%, 1/1/25 (AMBAC Insured) 200,000 213 Total Georgia (Cost $1,466) 1,656 INDIANA 0.5% Goshen, Greencroft Obligated Group, 5.75%, 8/15/28 250,000 244 Total Indiana (Cost $246) 244 LOUISIANA 0.5% West Feliciana Parish, PCR, Entergy 5.65%, 9/1/28 (Tender 9/1/04) 250,000 255 Total Louisiana (Cost $250) 255 MARYLAND 0.8% Maryland HHEFA Mercy Ridge Retirement Community, 6.00%, 4/1/28 100,000 102 Univ. of Maryland Medical System, 6.625%, 7/1/20 250,000 283 Total Maryland (Cost $374) 385 MASSACHUSETTS 3.8% Massachusetts, 5.25%, 8/1/16 (Prerefunded 8/1/13!) 250,000 290 Massachusetts Water Pollution Abatement Trust 6.00%, 8/1/18 1,000,000 1,240 Massachusetts Water Resources Auth. 5.125%, 8/1/27 (MBIA Insured) 250,000 264 Total Massachusetts (Cost $1,541) 1,794 MICHIGAN 2.3% Michigan Hosp. Fin. Auth., Ascension Health 5.20%, 11/15/33 (Tender 11/15/05) 1,000,000 1,065 Total Michigan (Cost $1,000) 1,065 NEW JERSEY 0.8% New Jersey Economic Dev. Auth. Franciscan Oaks, 5.75%, 10/1/23 100,000 90 New Jersey Housing & Mortgage Fin. Agency Multi-Family Housing, 5.55%, 11/1/09 (FSA Insured) 260,000 284 Total New Jersey (Cost $359) 374 NEW MEXICO 0.7% Jicarilla Apache Nation, 5.50%, 9/1/23 100,000 106 New Mexico Mortgage Fin. Auth., 6.00%, 3/1/27 220,000 235 Total New Mexico (Cost $322) 341 NEW YORK 2.7% New York City Transitional Fin. Auth. 5.75%, 11/15/20 455,000 527 5.875%, 11/1/16 30,000 35 5.875%, 11/1/16 (Prerefunded 5/1/10!) 470,000 566 5.75%, 11/15/20 (Prerefunded 5/15/10!) 45,000 54 United Nations Dev. Corp., 5.25%, 7/1/15 100,000 106 Total New York (Cost $1,100) 1,288 NORTH CAROLINA 0.7% Eastern Municipal Power Agency, 6.00%, 1/1/05 300,000 304 Total North Carolina (Cost $301) 304 OHIO 1.2% Ohio State Univ. 5.00%, 6/1/33 250,000 261 5.25%, 6/1/15 250,000 284 Total Ohio (Cost $521) 545 OKLAHOMA 0.2% Oklahoma Dev. Fin. Auth., Inverness Village, 8.00%, 2/1/32 100,000 98 Total Oklahoma (Cost $97) 98 OREGON 1.2% Portland Sewer, 5.75%, 8/1/20 (FGIC Insured) 500,000 578 Total Oregon (Cost $509) 578 PENNSYLVANIA 2.6% Beaver County IDA, PCR, FirstEnergy 4.85%, 6/1/30 (Tender 6/1/04) 500,000 502 Bucks County IDA, Chandler Hall, 6.30%, 5/1/29 250,000 237 Montgomery County HHEFA, Foulkeways at Gwynedd 6.75%, 11/15/24 200,000 212 West Shore Area Auth., Holy Spirit Hosp., 6.20%, 1/1/26 250,000 262 Total Pennsylvania (Cost $1,154) 1,213 RHODE ISLAND 0.2% Rhode Islands Economic Dev. Corp. 5.25%, 6/15/09 (FSA Insured) 100,000 114 Total Rhode Island (Cost $112) 114 SOUTH CAROLINA 1.8% South Carolina Public Service, 5.00%, 1/1/21 (FSA Insured) 250,000 268 South Carolina Transportation Infrastructure Bank 5.50%, 10/1/22 (Prerefunded 10/1/11!) (AMBAC Insured) 500,000 593 Total South Carolina (Cost $765) 861 TEXAS 5.6% Dallas County Utility & Reclamation Dist. 5.875%, 2/15/29 (AMBAC Insured) 1,000,000 1,041 Harris County Health Fac. Dev. Corp. Memorial Hermann Healthcare, 6.375%, 6/1/29 250,000 272 Texas Childrens Hosp. VRDN (Currently 0.87%) (MBIA Insured) 100,000 100 Houston, 6.40%, 6/1/27 250,000 275 Houston Water & Sewer System 5.375%, 12/1/27 (FGIC Insured) 500,000 541 5.75%, 12/1/16 (AMBAC Insured) 250,000 294 Sabine River Auth., PCR, TXU Energy, 6.15%, 8/1/22 100,000 106 Total Texas (Cost $2,392) 2,629 VIRGINIA 5.2% Arlington County IDA, Virginia Hosp. Center, 5.50%, 7/1/18 500,000 539 Fredericksburg IDA, Medicorp Health System 5.25%, 6/15/27 250,000 256 Henrico County Economic Dev. Auth., 6.125%, 11/1/19 250,000 300 Richmond Metropolitan Auth., 5.25%, 7/15/10 (FGIC Insured) 250,000 289 Univ. of Virginia, 5.00%, 6/1/23 250,000 266 Virginia HDA, Multi Family, 5.60%, 11/1/18 500,000 533 York County IDA, Virginia Electric & Power, 5.50%, 7/1/09 250,000 270 Total Virginia (Cost $2,268) 2,453 WASHINGTON 2.9% Port of Seattle, 5.50%, 2/1/26 (MBIA Insured) 1,000,000 1,097 Washington, 5.00%, 1/1/26 (AMBAC Insured) 250,000 263 Total Washington (Cost $1,227) 1,360 WEST VIRGINIA 2.5% West Virginia, 5.75%, 6/1/15 1,000,000 1,153 Total West Virginia (Cost $1,026) 1,153 Total Municipal Bonds (Cost $22,130) 24,382 Total Investments in Securities 99.5% of Net Assets (Cost $36,075) $46,827 ------- (ss.) Denominated in U.S. dollar unless otherwise noted * Non-income producing ! Used in determining portfolio maturity 144A 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 of such securities at period-end amounts to $207,000 and represents 0.4% of net assets ADR American Depository Receipts AMBAC AMBAC Assurance Corp. FGIC Financial Guaranty Insurance Company FSA Financial Security Assurance Inc. HDA Housing Development Authority HHEFA Health & Higher Educational Facility Authority IDA Industrial Development Authority/Agency MBIA MBIA Insurance Corp. PCR Pollution Control Revenue VRDN Variable Rate Demand Note The accompanying notes are an integral part of these financial statements. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report February 29, 2004 Statement of Assets and Liabilities - -------------------------------------------------------------------------------- ($ 000s) Assets Investments in securities, at value (cost $36,075) $ 46,827 Other assets 428 Total assets 47,255 Liabilities Total liabilities 188 NET ASSETS $ 47,067 -------------------- Net Assets Consist of: Undistributed net investment income (loss) $ 105 Undistributed net realized gain (loss) (3,627) Net unrealized gain (loss) 10,752 Paid-in-capital applicable to 3,370,812 shares of $0.0001 par value capital stock outstanding; 1,000,000,000 shares of the Corporation authorized 39,837 NET ASSETS $ 47,067 -------------------- NET ASSET VALUE PER SHARE $ 13.96 -------------------- The accompanying notes are an integral part of these financial statements. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report Statement of Operations - -------------------------------------------------------------------------------- ($ 000s) Year Ended 2/29/04 Investment Income (Loss) Income Interest $ 1,115 Dividend 241 Total income 1,356 Expenses Investment management 231 Custody and accounting 122 Registration 58 Shareholder servicing 47 Legal and audit 14 Directors 5 Miscellaneous 5 Total expenses 482 Net investment income (loss) 874 Realized and Unrealized Gain (Loss) Net realized gain (loss) on securities 214 Change in net unrealized gain (loss) on securities 6,905 Net realized and unrealized gain (loss) 7,119 INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS $ 7,993 -------------------- The accompanying notes are an integral part of these financial statements. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report Statement of Changes in Net Assets - -------------------------------------------------------------------------------- ($ 000s) Year Ended 2/29/04 2/28/03 Increase (Decrease) in Net Assets Operations Net investment income (loss) $ 874 $ 975 Net realized gain (loss) 214 (1,193) Change in net unrealized gain (loss) 6,905 (3,646) Increase (decrease) in net assets from operations 7,993 (3,864) Distributions to shareholders Net investment income (809) (953) Capital share transactions * Shares sold 4,311 4,704 Distributions reinvested 599 711 Shares redeemed (5,860) (7,864) Redemption fees received 2 3 Increase (decrease) in net assets from capital share transactions (948) (2,446) Net Assets Increase (decrease) during period 6,236 (7,263) Beginning of period 40,831 48,094 End of period $ 47,067 $ 40,831 --------------- --------------- *Share information Shares sold 329 378 Distributions reinvested 46 58 Shares redeemed (445) (648) Increase (decrease) in shares outstanding (70) (212) The accompanying notes are an integral part of these financial statements. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report February 29, 2004 Notes to Financial Statements - -------------------------------------------------------------------------------- NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES T. Rowe Price Tax-Efficient Funds, Inc. (the corporation) is registered under the Investment Company Act of 1940 (the 1940 Act). The Tax-Efficient Balanced Fund (the fund), a diversified, open-end management investment company, is one portfolio established by the corporation and commenced operations on June 30, 1997. The fund seeks to provide attractive long-term total returns on an after-tax basis with a balanced portfolio of stocks and municipal bonds. 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. Debt securities are generally traded in the over-the-counter market. Securities are valued at prices furnished by dealers who make markets in such securities or by an independent pricing service, which considers yield or price of bonds of comparable quality, coupon, maturity, and type, as well as prices quoted by dealers who make markets in such securities. 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 official closing price for certain markets, at the time the valuations are made. 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 ask prices for domestic securities and the last quoted sale price for international securities. 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. 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. Redemption Fees A 1% fee is assessed on redemptions of fund shares held less than 1 year. Such fees are withheld from redemption proceeds and retained by the fund, and have the primary effect of increasing paid-in capital. Investment Transactions, Investment Income, and Distributions Income and expenses are recorded on the accrual basis. Premiums and discounts on debt securities are amortized for financial reporting purposes. 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 on a daily basis and paid monthly. 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 Purchases and sales of portfolio securities, other than short-term securities, aggregated $8,000,000 and $9,196,000, respectively, for the year ended February 29, 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 income and gains. Federal income tax regulations differ from generally accepted accounting principles; therefore, distributions determined in accordance with tax regulations may differ significantly 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. Distributions during the year ended February 29, 2004 were characterized as follows for tax purposes: - -------------------------------------------------------------------------------- Ordinary income $ 135,000 Tax-exempt income 674,000 Total distributions $ 809,000 -------------------- At February 29, 2004, the tax-basis components of net assets were as follows: - -------------------------------------------------------------------------------- Unrealized appreciation $ 10,782,000 Unrealized depreciation (20,000) Net unrealized appreciation (depreciation) 10,762,000 Undistributed ordinary income 36,000 Undistributed tax-exempt income 59,000 Capital loss carryforwards (3,627,000) Paid-in capital 39,837,000 Net assets $ 47,067,000 -------------------- The fund intends to retain realized gains to the extent of available capital loss carryforwards for federal income tax purposes. As of February 29, 2004, the fund had $17,000 of capital loss carryforwards that expire in fiscal 2006, $425,000 that expire in fiscal 2007, and $3,185,000 that expire thereafter through fiscal 2012. At February 29, 2004, the cost of investments for federal income tax purposes was $36,065,000. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report 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 0.20% 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 February 29, 2004, the effective annual group fee rate was 0.32%, and investment management fee payable totaled $19,000. In addition, the fund has entered into service agreements with Price Associates and a wholly owned subsidiary 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. Expenses incurred pursuant to these service agreements totaled $113,000 for the year ended February 29, 2004, of which $9,000 was payable at period-end. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report Report of Independent Auditors - -------------------------------------------------------------------------------- To the Board of Directors of T. Rowe Price Tax-Efficient Funds, Inc. and Shareholders of T. Rowe Price Tax-Efficient Balanced Fund In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of T. Rowe Price Tax-Efficient Balanced Fund (one of the portfolios comprising T. Rowe Price Tax-Efficient Funds, Inc., hereafter referred to as the "Fund") at February 29, 2004, and the results of its operations, the changes in its net assets and the financial highlights for each of the fiscal periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America, which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at February 29, 2004 by correspondence with the custodian, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP Baltimore, Maryland March 22, 2004 T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report Tax Information (Unaudited) for the Tax Year Ended 2/29/04 - -------------------------------------------------------------------------------- We are providing this information as required by the Internal Revenue Code. The amounts shown may differ from those elsewhere in this report because of differences between tax and financial reporting requirements. The fund's distributions to shareholders included $670,000 which qualified as exempt-interest dividends. For taxable non-corporate shareholders, $155,000 of the fund's income and short-term capital gains represents qualified dividend income subject to the 15% rate category. For corporate shareholders, $155,000 of the fund's income and short-term capital gains qualified for the dividends-received deduction. Information on Proxy Voting - -------------------------------------------------------------------------------- A description of the policies and procedures that the T. Rowe Price Tax-Efficient Balanced 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. T. Rowe Price Tax-Efficient Balanced Fund - -------------------------------------------------------------------------------- Certified Annual Report About the Fund's Directors and Officers - -------------------------------------------------------------------------------- Your fund is governed by a Board of Directors that meets regularly to review investments, performance, expenses, and other business matters, and is responsible for protecting the interests of shareholders. The majority of the fund's directors are independent of T. Rowe Price Associates, Inc. (T. Rowe Price); "inside" directors are officers of T. Rowe Price. The Board of Directors elects the fund's officers, who are listed in the final table. The business address of each director and officer is 100 East Pratt Street, Baltimore, MD 21202. The Statement of Additional Information includes additional information about the fund directors and is available without charge by calling a T. Rowe Price representative at 1-800-225-5132. - -------------------------------------------------------------------------------- Independent Directors Name (Year of Birth) Year Elected* Principal Occupation(s) During Past 5 Years and Directorships of Other Public Companies Anthony W. Deering (1945) 2001 Director, Chairman of the Board, President, and Chief Executive Officer, The Rouse Company, real estate developers; Director, Mercantile Bank (4/03 to present) Donald W. Dick, Jr. (1943) 1997 Principal, EuroCapital Advisors, LLC, an acquisition and management advisory firm David K. Fagin (1938) 1997 Director, Golden Star Resources Ltd., Canyon Resources Corp. (5/00 to present), and Pacific Rim Mining Corp. (2/02 to present); Chairman and President, Nye Corp. Karen N. Horn (1943) 2003 Managing Director and President, Global Private Client Services, Marsh Inc.; Managing Director and Head of International Private Banking, Bankers Trust; Director, Eli Lilly and Company F. Pierce Linaweaver (1934) 2001 President, F. Pierce Linaweaver & Associates, Inc., consulting environmental and civil engineers John G. Schreiber (1946) 2001 Owner/President, Centaur Capital Partners, Inc., a real estate investment company; Senior Advisor and Partner, Blackstone Real Estate Advisors, L.P.; Director, AMLI Residential Properties Trust, Host Marriott Corp., and The Rouse Company * Each independent director oversees 111 T. Rowe Price portfolios and serves until retirement, resignation, or election of a successor. - -------------------------------------------------------------------------------- Inside Directors Name (Year of Birth) Year Elected* [Number of T. Rowe Price Portfolios Overseen] Principal Occupation(s) During Past 5 Years and Directorships of Other Public Companies James A.C. Kennedy, CFA (1953) 1997 [43] Director and Vice President, T. Rowe Price and T. Rowe Price Group, Inc. James S. Riepe (1943) 1997 [111] Director and Vice President, T. Rowe Price; Vice Chairman of the Board, Director, and Vice President, T. Rowe Price Group, Inc.; Chairman of the Board and Director, T. Rowe Price Global Asset Management Limited, T. Rowe Price Global Investment Services Limited, T. Rowe Price Investment Services, Inc., T. Rowe Price Retirement Plan Services, Inc., and T. Rowe Price Services, Inc.; Chairman of the Board, Director, President, and Trust Officer, T. Rowe Price Trust Company; Director, T. Rowe Price International, Inc.; Chairman of the Board, Tax-Efficient Funds M. David Testa, CFA, CIC (1944) 1997 [111] Director and Vice President, T. Rowe Price and T. Rowe Price Trust Company; Vice Chairman of the Board, Director, and Vice President, T. Rowe Price Group, Inc.; Chairman of the Board and Director, T. Rowe Price International, Inc.; Director, T. Rowe Price Global Asset Management Limited and T. Rowe Price Global Investment Services Limited *Each inside director serves until retirement, resignation, or election of a successor. Officers Name (Year of Birth) Title and Fund(s) Served Principal Occupation(s) Stephen V. Booth, CPA (1961) Vice President, Tax-Efficient Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company Joseph A. Carrier, CPA (1960) Treasurer, Tax-Efficient Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Investment Services, Inc. Roger L. Fiery III, CPA (1959) Vice President, Tax-Efficient Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price Trust Company, and T. Rowe Price International, Inc. Unless otherwise noted, officers have been employees of T. Rowe Price or T. Rowe Price International for at least five years. - -------------------------------------------------------------------------------- Officers (continued) Name (Year of Birth) Title and Fund(s) Served Principal Occupation(s) Jill L. Hauser (1958) Vice President, Tax-Efficient Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc. Henry H. Hopkins (1942) Vice President, Tax-Efficient Funds Director and Vice President, T. Rowe Price Group, Inc., T. Rowe Price Investment Services, Inc., T. Rowe Price Services, Inc., and T. Rowe Price Trust Company; Vice President, T. Rowe Price, T. Rowe Price International, Inc., and T. Rowe Price Retirement Plan Services, Inc. Thomas J. Huber, CFA (1966) Vice President, Tax-Efficient Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc. Patricia B. Lippert (1953) Secretary, Tax-Efficient Funds Assistant Vice President, T. Rowe Price and T. Rowe Price Investment Services, Inc. Hugh D. McGuirk, CFA (1960) Executive Vice President, Tax-Efficient Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc. Mary J. Miller, CFA (1955) Vice President, Tax-Efficient Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc. Donald J. Peters (1959) President, Tax-Efficient Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc. William T. Reynolds, CFA, CIC (1948) Vice President, Tax-Efficient Funds Director and Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Director, T. Rowe Price Global Asset Management Limited William J. Stromberg, CFA (1960) Vice President, Tax-Efficient Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc. Julie L. Waples (1970) Vice President, Tax-Efficient Funds Vice President, T. Rowe Price Mark R. Weigman, CFA, CIC (1962) Vice President, Tax-Efficient Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company Unless otherwise noted, officers have been employees of T. Rowe Price or T. Rowe Price International for at least five years. Item 2. Code of Ethics. As of the end of the period covered by this report, the registrant has adopted 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. A copy of this code of ethics is filed as an exhibit to this Form N-CSR. No substantive amendments were approved or waivers were granted to this code of ethics during the period covered by this report. Item 3. Audit Committee Financial Expert. The registrant's Board of Directors/Trustees has determined that Mr. David K. Fagin qualifies as an audit committee financial expert, as defined in Item 3 of Form N-CSR. Mr. Fagin is considered independent for purposes of Item 3 of Form N-CSR. Item 4. Principal Accountant Fees and Services. (a) - (d) Aggregate fees billed to the registrant for the last two fiscal years for professional services rendered by the registrant's principal accountant were as follows: 2004 2003 Audit Fees $7,517 $7,732 Audit-Related Fees 674 -- Tax Fees 2,096 1,955 All Other Fees 124 129 Audit fees include amounts related to the audit of the registrant's annual financial statements and services normally provided by the accountant in connection with statutory and regulatory filings. Audit-related fees include amounts reasonably related to the performance of the audit of the registrant's financial statements, specifically the issuance of a report on internal controls. Tax fees include amounts related to tax compliance, tax planning, and tax advice. Other fees include the registrant's pro-rata share of amounts for agreed-upon procedures in conjunction with service contract approvals by the registrant's Board of Directors/Trustees. (e)(1) The registrant's audit committee has adopted a policy whereby audit and non-audit services performed by the registrant's principal accountant for the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant require pre-approval in advance at regularly scheduled audit committee meetings. If such a service is required between regularly scheduled audit committee meetings, pre-approval may be authorized by one audit committee member with ratification at the next scheduled audit committee meeting. Waiver of pre-approval for audit or non-audit services requiring fees of a de minimis amount is not permitted. (2) No services included in (b) - (d) above were approved pursuant to paragraph (c)(7)(i)(C) of Rule 2-01 of Regulation S-X. (f) Not applicable. (g) The aggregate fees billed for the most recent fiscal year and the preceding fiscal year by the registrant's principal accountant for non-audit services rendered to the registrant, its investment adviser, and any entity controlling, controlled by, or under common control with the investment adviser that provides ongoing services to the registrant were $719,000 and $671,000, respectively, and were less than the aggregate fees billed for those same periods by the registrant's principal accountant for audit services rendered to the T. Rowe Price Funds. (h) All non-audit services rendered in (g) above were pre-approved by the registrant's audit committee. Accordingly, these services were considered by the registrant's audit committee in maintaining the principal accountant's independence. Item 5. Audit Committee of Listed Registrants. Not applicable. Item 6. Schedule of Investments. Not applicable. 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 attached. (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) 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 Tax-Efficient Funds, Inc. By /s/ James S. Riepe James S. Riepe Principal Executive Officer Date April 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 April 16, 2004 By /s/ Joseph A. Carrier Joseph A. Carrier Principal Financial Officer Date April 16, 2004