Item 1. Report to Shareholders T. Rowe Price Real Estate Fund - -------------------------------------------------------------------------------- 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 Real Estate Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) FINANCIAL HIGHLIGHTS For a share outstanding throughout each period - -------------------------------------------------------------------------------- 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 $ 13.65 $ 10.62 $ 10.54 $ 10.19 $ 8.11 $ 8.68 Investment activities Net investment income (loss) 0.30* 0.36 0.38* 0.42* 0.38* 0.37* Net realized and unrealized gain (loss) 0.79 3.26 0.19** 0.46 2.16 (0.49) Total from investment activities 1.09 3.62 0.57 0.88 2.54 (0.12) Distributions Net investment income (0.30) (0.52) (0.47) (0.53) (0.38) (0.37) Net realized gain - (0.05) - - - - Tax return of capital - (0.02) (0.02) - (0.09) (0.08) Total distributions (0.30) (0.59) (0.49) (0.53) (0.47) (0.45) Redemption fees added to paid-in-capital - - - - 0.01 - NET ASSET VALUE End of period $ 14.44 $ 13.65 $ 10.62 $ 10.54 $ 10.19 $ 8.11 -------------------------------------------------------------- Ratios/ Supplemental Data Total return^ 7.95%* 34.84% 5.38%* 8.87%* 31.92%* (1.23)%* Ratio of total expenses to average net assets 0.90%*! 1.00% 1.00%* 1.00%* 1.00%* 1.00%* Ratio of net investment income (loss) to average net assets 4.61%*! 3.49% 4.07%* 4.09%* 4.61%* 4.22%* Portfolio turnover rate 11.7%! 4.5% 9.8% 37.2% 19.0% 26.9% Net assets, end of period (in thousands) $ 381,499 $ 291,066 $ 131,736 $ 68,720 $ 53,703 $ 24,725 ^ 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 0.90% contractual expense limitation in effect through 4/30/06 and 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 Semiannual Report (Unaudited) June 30, 2004 PORTFOLIO OF INVESTMENTS (1) Shares Value - -------------------------------------------------------------------------------- (Cost and value in $ 000s) COMMON STOCKS 98.8% REAL ESTATE 98.8% Apartment/ Residential 19.4% Archstone-Smith Trust, REIT 437,000 12,817 Avalonbay Communities, REIT 212,000 11,982 Camden Property Trust, REIT 233,000 10,672 Equity Residential, REIT 527,000 15,668 Essex Property Trust, REIT 152,000 10,389 Gables Residential Trust, REIT 92,000 3,126 United Dominion Realty Trust, REIT 483,000 9,554 74,208 Diversified 8.1% Cousins Properties, REIT 180,000 5,931 Rouse, REIT 151,000 7,173 Vornado Realty Trust, REIT 312,000 17,818 30,922 Industrial 10.6% AMB Property, REIT 357,000 12,363 Centerpoint Properties, REIT 60,000 4,605 EastGroup Properties, REIT 295,000 9,933 ProLogis Trust, REIT 407,000 13,398 40,299 Lodging & Leisure 7.3% Hilton 198,000 3,694 Host Marriott, REIT * 278,000 3,436 LaSalle Hotel Properties, REIT 185,000 4,514 Marriott, Class A 94,000 4,689 Starwood Hotels & Resorts Worldwide, Class B 174,000 7,804 Strategic Hotel Capital, REIT * 250,000 3,675 27,812 Manufactured Housing 1.9% Sun Communities, REIT 197,000 7,417 7,417 Office 19.0% Arden Realty, REIT 190,000 5,588 Boston Properties, REIT 318,000 15,926 CarrAmerica Realty, REIT 368,000 11,125 Equity Office Properties, REIT 432,000 11,750 Mack-Cali Realty, REIT 106,000 4,386 Maguire Properties, REIT 130,000 3,220 Reckson Associates Realty, REIT 282,000 7,744 SL Green Realty, REIT 270,000 12,636 72,375 Office & Industrial 4.1% Duke Realty, REIT 308,000 9,798 Kilroy Realty, REIT 172,000 5,865 15,663 Other Real Estate 0.7% Catellus Development, REIT 109,000 2,687 2,687 Regional Mall 10.2% CBL & Associates Properties, REIT 165,000 9,075 General Growth Properties, REIT 391,000 11,562 Simon Property Group, REIT 356,000 18,305 38,942 Self Storage 1.7% Public Storage, REIT 141,000 6,487 6,487 Shopping Center 15.8% Developers Diversified Realty, REIT 207,000 7,322 Federal Realty Investment Trust, REIT 102,000 4,242 Kimco Realty, REIT 219,000 9,965 New Plan Excel Realty, REIT 309,000 7,218 Pan Pacific Retail Properties, REIT 160,000 8,083 Regency Centers, REIT 269,000 11,540 Weingarten Realty, REIT 376,000 11,761 60,131 Total Real Estate 376,943 Total Common Stocks (Cost $309,479) 376,943 SHORT-TERM INVESTMENTS 0.9% Money Market Fund 0.9% T. Rowe Price Reserve Investment Fund, 1.16% # 3,370,852 3,371 Total Short-Term Investments (Cost $3,371) 3,371 Total Investments in Securities 99.7% of Net Assets (Cost $312,850) $ 380,314 --------------- (1) Denominated in U.S. dollars unless otherwise noted # 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 Semiannual Report (Unaudited) June 30, 2004 STATEMENT OF ASSETS AND LIABILITIES - -------------------------------------------------------------------------------- (In thousands except shares and per share amounts) Assets Investments in securities, at value (Cost $312,850) $ 380,314 Other assets 2,738 Total assets 383,052 Liabilities Total liabilities 1,553 NET ASSETS $ 381,499 --------------- Net Assets Consist of: Undistributed net investment income (loss) $ 122 Undistributed net realized gain (loss) 177 Net unrealized gain (loss) 67,464 Paid-in-capital applicable to 26,423,446 shares of $0.0001 par value capital stock outstanding; 1,000,000,000 shares authorized 313,736 NET ASSETS $ 381,499 --------------- NET ASSET VALUE PER SHARE $ 14.44 --------------- The accompanying notes are an integral part of these financial statements. T. Rowe Price Real Estate Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) STATEMENT OF OPERATIONS - -------------------------------------------------------------------------------- ($ 000s) 6 Months Ended 6/30/04 Investment Income (Loss) Dividend income $ 9,444 Expenses Investment management 1,054 Shareholder servicing 376 Custody and accounting 54 Prospectus and shareholder reports 41 Registration 40 Legal and audit 7 Directors 3 Miscellaneous 3 Reductions/repayments pursuant to expense limitation Investment management fees (waived) repaid (34) Total expenses 1,544 Net investment income (loss) 7,900 Realized and Unrealized Gain (Loss) Net realized gain (loss) on securities 177 Change in net unrealized gain (loss) on securities 14,945 Net realized and unrealized gain (loss) 15,122 INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS $ 23,022 --------------- The accompanying notes are an integral part of these financial statements. T. Rowe Price Real Estate Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) STATEMENT OF CHANGES IN NET ASSETS - -------------------------------------------------------------------------------- ($ 000s) 6 Months Year Ended Ended 6/30/04 12/31/03 Increase (Decrease) in Net Assets Operations Net investment income (loss) $ 7,900 $ 6,795 Net realized gain (loss) 177 3,084 Change in net unrealized gain (loss) 14,945 50,320 Increase (decrease) in net assets from operations 23,022 60,199 Distributions to shareholders Net investment income (7,778) (8,868) Net realized gain - (985) Tax return of capital - (388) Decrease in net assets from distributions (7,778) (10,241) Capital share transactions * Shares sold 132,885 140,631 Distributions reinvested 6,931 9,296 Shares redeemed (64,795) (40,621) Redemption fees received 168 66 Increase (decrease) in net assets from capital share transactions 75,189 109,372 Net Assets Increase (decrease) during period 90,433 159,330 Beginning of period 291,066 131,736 End of period $ 381,499 $ 291,066 ----------------------------------- (Including undistributed net investment income of $122 at 6/30/04 and $0 at 12/31/03) *Share information Shares sold 9,357 11,591 Distributions reinvested 470 751 Shares redeemed (4,730) (3,416) Increase (decrease) in shares outstanding 5,097 8,926 The accompanying notes are an integral part of these financial statements. T. Rowe Price Real Estate Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) June 30, 2004 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 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 $10,000 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. Redemption Fees A 1% fee is assessed on redemptions of fund shares held less than 6 months to deter short-term trading and protect the interests of long-term shareholders. Redemption fees are withheld from proceeds that shareholders receive from the sale or exchange of fund shares. The fees are paid to 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. 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 Purchases and sales of portfolio securities, other than short-term securities, aggregated $98,781,000 and $19,827,000, 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. At June 30, 2004, the cost of investments for federal income tax purposes was $312,850,000. Net unrealized gain aggregated $67,464,000 at period-end, of which $106,685,000 related to appreciated investments and $39,221,000 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 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 $175,000. The fund is also subject to a contractual expense limitation through April 30, 2006. During the limitation period, the manager is required to waive its management fee and reimburse the fund for any expenses, excluding interest, taxes, brokerage commissions, and extraordinary expenses, that would otherwise cause the fund's ratio of total expenses to average net assets (expense ratio) to exceed its expense limitation of 0.90%. Through April 30, 2008, the fund is required to repay the manager for expenses previously reimbursed and management fees waived to the extent its net assets have grown or expenses have declined sufficiently to allow repayment without causing the fund's expense ratio to exceed its expense limitation. Pursuant to this agreement, at June 30, 2004, management fees waived remain subject to repayment by the fund in the following amounts: $122,000 through December 31, 2005 and $34,000 through April 30, 2008 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 $289,000 for the six months ended June 30, 2004, of which $44,000 was payable at period-end. 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 $40,000. T. Rowe Price Real Estate Fund - -------------------------------------------------------------------------------- Certified Semiannual Report INFORMATION ON PROXY VOTING - -------------------------------------------------------------------------------- A description of the policies and procedures that the T. Rowe Price Real Estate 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 Real Estate 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