Item 1. Report to Shareholders T. ROWE PRICE REAL ESTATE FUND - -------------------------------------------------------------------------------- Certified Financials T. ROWE PRICE REAL ESTATE FUND - -------------------------------------------------------------------------------- Certified Financials (Unaudited) FINANCIAL HIGHLIGHTS For a share outstanding throughout each period - -------------------------------------------------------------------------------- 6 Months Year Ended Ended 6/30/03 12/31/02 12/31/01 12/31/00 12/31/99 12/31/98 NET ASSET VALUE Beginning of period $ 10.62 $ 10.54 $ 10.19 $ 8.11 $ 8.68 $ 10.69 Investment activities Net investment income (loss) 0.26* 0.38* 0.42* 0.38* 0.37* 0.38* Net realized and unrealized gain (loss) 1.11 0.19** 0.46 2.16 (0.49) (1.97) Total from investment activities 1.37 0.57 0.88 2.54 (0.12) (1.59) Distributions Net investment income (0.25) (0.47) (0.53) (0.38) (0.37) (0.40) Tax return of capital - (0.02) - (0.09) (0.08) (0.04) Total distributions (0.25) (0.49) (0.53) (0.47) (0.45) (0.44) Redemption fees added to paid-in-capital - - - 0.01 - 0.02 NET ASSET VALUE End of period $ 11.74 $ 10.62 $ 10.54 $ 10.19 $ 8.11 $ 8.68 ---------------------------------------------------------- Ratios/Supplemental Data Total return^ 13.02%* 5.38%* 8.87%* 31.92%* (1.23)%* (14.86)%* Ratio of total expenses to average net assets 1.00%*! 1.00%* 1.00%* 1.00%* 1.00%* 1.00%* Ratio of net investment income (loss) to average net assets 5.00%*! 4.07%* 4.09%* 4.61%* 4.22%* 4.07%* Portfolio turnover rate 4.8%! 9.8% 37.2% 19.0% 26.9% 56.8% Net assets, end of period (in thousands) $186,937 $131,736 $68,720 $53,703 $24,725 $27,599 ^ 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 12/31/03. ** The amount presented is calculated pursuant to a methodology prescribed by the Securities and Exchange Commission for a share outstanding throughout the period. This amount is inconsistent with the fund's aggregate gains and losses because of the timing of sales and redemptions of fund shares in relation to fluctuating market values for the investment portfolio. ! Annualized The accompanying notes are an integral part of these financial statements. T. ROWE PRICE REAL ESTATE FUND - -------------------------------------------------------------------------------- Certified Financials (Unaudited) June 30, 2003 STATEMENT OF NET ASSETS Shares Value - -------------------------------------------------------------------------------- In thousands COMMON STOCKS 97.0% REAL ESTATE 97.0% Apartment/ Residential 17.8% Archstone-Smith Trust, REIT 245,000 $ 5,880 Avalonbay Communities, REIT 99,000 4,221 Camden Property Trust, REIT 153,000 5,347 Equity Residential, REIT 230,000 5,969 Essex Property Trust, REIT 79,000 4,523 Gables Residential Trust, REIT 80,000 2,419 United Dominion Realty Trust, REIT 283,000 4,873 33,232 Diversified 8.7% Cousins Properties, REIT 132,000 3,683 Rouse, REIT 68,000 2,591 Vornado Realty Trust, REIT 229,000 9,984 16,258 Industrial 9.7% AMB Property, REIT 190,000 5,352 Centerpoint Properties, REIT 33,000 2,021 EastGroup Properties, REIT 111,000 2,997 ProLogis, REIT 283,000 7,726 18,096 Lodging & Leisure 4.7% Hilton 200,000 2,558 Innkeepers USA, REIT 145,000 986 LaSalle Hotel Properties, REIT 158,000 2,335 Starwood Hotels & Resorts Worldwide, REIT 101,000 2,888 8,767 Manufactured Housing 3.3% Manufactured Home Communities, REIT 85,000 2,984 Sun Communities, REIT 83,000 3,262 6,246 Office 21.9% Arden Realty, REIT 159,000 4,126 Boston Properties, REIT 175,000 7,665 CarrAmerica Realty, REIT 227,000 6,313 Equity Office Properties, REIT 459,000 $ 12,398 Mack-Cali Realty, REIT 68,000 2,474 Maguire Properties, REIT * 108,000 2,079 SL Green Realty, REIT 171,000 5,966 41,021 Office & Industrial 5.5% Duke Realty, REIT 122,000 3,361 Kilroy Realty, REIT 152,000 4,180 Reckson Associates Realty, REIT 135,000 2,816 10,357 Other Real Estate 1.0% Catellus Development * 84,000 1,848 1,848 Regional Mall 11.7% CBL & Associates Properties, REIT 140,000 6,020 General Growth Properties, REIT 105,000 6,556 Simon Property Group, REIT 236,000 9,211 21,787 Self Storage 1.7% Public Storage, REIT 96,000 3,252 3,252 Shopping Center 11.0% Kimco Realty, REIT 66,000 2,502 New Plan Excel Realty, REIT 140,000 2,989 Pan Pacific Retail Properties, REIT 98,000 3,856 Regency Centers, REIT 150,000 5,247 Weingarten Realty Investors, REIT 142,000 5,950 20,544 Total Real Estate 181,408 Total Common Stocks (Cost $163,925) 181,408 SHORT-TERM INVESTMENTS 2.1% Money Market Funds 2.1% T. Rowe Price Reserve Investment Fund, 1.16% # 3,870,453 3,870 Total Short-Term Investments (Cost $3,870) 3,870 Value - -------------------------------------------------------------------------------- In thousands Total Investments in Securities 99.1% of Net Assets (Cost $167,795) $ 185,278 Other Assets Less Liabilities 1,659 NET ASSETS $ 186,937 ---------- Net Assets Consist of: Undistributed net investment income (loss) $ 118 Undistributed net realized gain (loss) (1,490) Net unrealized gain (loss) 17,483 Paid-in-capital applicable to 15,922,085 shares of $0.0001 par value capital stock outstanding; 1,000,000,000 shares authorized 170,826 NET ASSETS $ 186,937 ---------- NET ASSET VALUE PER SHARE $ 11.74 ---------- # Seven-day yield * Non-income producing REIT Real Estate Investment Trust The accompanying notes are an integral part of these financial statements. T. ROWE PRICE REAL ESTATE FUND - -------------------------------------------------------------------------------- Certified Financials (Unaudited) STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- In thousands 6 Months Ended 6/30/03 Investment Income (Loss) Income Dividend $ 4,446 Income distributions from mutual funds 53 Total income 4,499 Expenses Investment management 409 Shareholder servicing 238 Custody and accounting 45 Prospectus and shareholder reports 25 Registration 21 Legal and audit 7 Directors 3 Miscellaneous 2 Total expenses 750 Expenses paid indirectly (3) Net expenses 747 Net investment income (loss) 3,752 Realized and Unrealized Gain (Loss) Net realized gain (loss) on securities 236 Change in net unrealized gain (loss) on securities 15,284 Net realized and unrealized gain (loss) 15,520 INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS $ 19,272 ---------- The accompanying notes are an integral part of these financial statements. T. ROWE PRICE REAL ESTATE FUND - -------------------------------------------------------------------------------- Certified Financials (Unaudited) STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- In thousands 6 Months Year Ended Ended 6/30/03 12/31/02 Increase (Decrease) in Net Assets Operations Net investment income (loss) $ 3,752 $ 4,206 Net realized gain (loss) 236 846 Change in net unrealized gain (loss) 15,284 (2,955) Increase (decrease) in net assets from operations 19,272 2,097 Distributions to shareholders Net investment income (3,634) (5,077) Tax return of capital - (225) Decrease in net assets from distributions (3,634) (5,302) Capital share transactions * Shares sold 54,749 102,309 Distributions reinvested 3,365 4,952 Shares redeemed (18,587) (41,122) Redemption fees received 36 82 Increase (decrease) in net assets from capital share transactions 39,563 66,221 Net Assets Increase (decrease) during period 55,201 63,016 Beginning of period 131,736 68,720 End of period $ 186,937 $ 131,736 ----------------------------- *Share information Shares sold 4,924 9,265 Distributions reinvested 298 458 Shares redeemed (1,700) (3,844) Increase (decrease) in shares outstanding 3,522 5,879 The accompanying notes are an integral part of these financial statements. T. ROWE PRICE REAL ESTATE FUND - -------------------------------------------------------------------------------- Certified Financials (Unaudited) June 30, 2003 NOTES TO FINANCIAL STATEMENTS - -------------------------------------------------------------------------------- NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES T. Rowe Price Real Estate 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 October 31, 1997. The fund seeks to provide long-term growth through a combination of capital appreciation and current income. 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 Investments are valued 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 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. Investments in mutual funds are valued at the closing net asset value per share of the mutual fund 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 or under the supervision of the officers of the fund, as authorized by the Board of Directors. Expenses Paid Indirectly Certain security trades are directed to brokers who have agreed to rebate a portion of the related commission to the fund to pay fund expenses. Additionally, credits earned on temporarily uninvested cash balances at the custodian are used to reduce the fund's custody charges. Total expenses in the accompanying statement of operations are presented before reduction for rebates and credits, which totaled $3,000 and $0, respectively, for the six months ended June 30, 2003. Redemption Fees A 1% fee is assessed on redemptions of fund shares held less than 6 months. Such fees are deducted from redemption proceeds and retained by the fund, and have the primary effect of increasing paid-in capital. Other Income and expenses are recorded on the accrual basis. Investment transactions are accounted for on the trade date. Realized gains and losses are reported on the identified cost basis. Dividend income and distributions to shareholders are recorded by the fund on the ex-dividend date. NOTE 2 - INVESTMENT TRANSACTIONS Purchases and sales of portfolio securities, other than short-term securities, aggregated $45,987,000 and $3,447,000, respectively, for the six months ended June 30, 2003. NOTE 3 - FEDERAL INCOME TAXES No provision for federal income taxes is required since the fund intends to continue to qualify as a regulated investment company and distribute 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. Temporary differences are not adjusted. 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, 2003. The fund intends to retain realized gains to the extent of available capital loss carryforwards. As of December 31, 2002, the fund had $1,701,000 of unused capital loss carryforwards, of which $1,463,000 expire in 2007, and $238,000 expire in 2008. At June 30, 2003, the cost of investments for federal income tax purposes was $167,795,000. Net unrealized gain aggregated $17,483,000 at period-end, of which $18,511,000 related to appreciated investments and $1,028,000 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 0.30% 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 net assets to those of the group. At June 30, 2003, the effective annual group fee rate was 0.32%, and investment management fee payable totaled $84,000. Under the terms of the investment management agreement, the manager is required to bear any expenses, excluding interest, taxes, brokerage commissions, and extraordinary expenses, through December 31, 2003, which would cause the fund's ratio of total expenses to average net assets (expense ratio) to exceed 1.00%. Thereafter, through December 31, 2005, the fund is required to reimburse the manager for these expenses, provided that average net assets have grown or expenses have declined sufficiently to allow reimbursement without causing the fund's expense ratio to exceed 1.00%. Pursuant to this agreement, $57,000 of management fees were not accrued by the fund for the six months ended June 30, 2003. At June 30, 2003, unaccrued management fees in the amount of $284,000 remain subject to reimbursement by the fund through December 31, 2003, and $179,000 through December 31, 2005. 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 sub-accounting and recordkeeping services for certain retirement accounts invested in the fund. Expenses incurred pursuant to these service agreements totaled $192,000 for the six months ended June 30, 2003, of which $38,000 was payable at period-end. The fund may invest in the T. Rowe Price Reserve Investment Fund and 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 only to mutual funds, trusts, and other accounts managed by Price Associates and/or its affiliates, and are not available to the public. The Reserve Funds pay no investment management fees. Distributions from the Reserve Funds to the fund for the six months ended June 30, 2003, totaled $53,000. Item 2. Code of Ethics. Not required at this time. Item 3. Audit Committee Financial Expert. Not required at this time. Item 4. Principal Accountant Fees and Services. Not required at this time. Item 5. Audit Committee of Listed Registrants. Not required at this time. Item 6. [Reserved] Item 7. Disclosure of Proxy Voting Policies and Procedures for Closed-End Management Investment Companies. Not applicable. Item 8. [Reserved] Item 9. 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 10. Exhibits. (a)(1) Not required at this time. (a)(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. (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 Real Estate Fund, Inc. By /s/ James S. Riepe James S. Riepe Principal Executive Officer Date August 22, 2003 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 22, 2003 By /s/ Joseph A. Carrier Joseph A. Carrier Principal Financial Officer Date August 22, 2003