-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, CoFEqvep7ZkepEBL9o67vXrpUPedpmlNmifIgaCD1hqdZKczC/pLvRth04y+wIYH IEINpOUFL7GX+o0vOyH4OA== 0000313212-04-000057.txt : 20040625 0000313212-04-000057.hdr.sgml : 20040625 20040625090201 ACCESSION NUMBER: 0000313212-04-000057 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040430 FILED AS OF DATE: 20040625 EFFECTIVENESS DATE: 20040625 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRICE T ROWE INTERNATIONAL FUNDS INC CENTRAL INDEX KEY: 0000313212 IRS NUMBER: 521175211 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-02958 FILM NUMBER: 04880823 BUSINESS ADDRESS: STREET 1: 100 E PRATT ST CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 3015472000 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE INTERNATIONAL TRUST DATE OF NAME CHANGE: 19900301 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE INTERNATIONAL FUND INC DATE OF NAME CHANGE: 19890914 N-CSRS 1 esf.txt T. ROWE PRICE EUROPEAN STOCK FUND Item 1. Report to Shareholders T. Rowe Price European Stock Fund - -------------------------------------------------------------------------------- April 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 European Stock Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) Financial Highlights For a share outstanding throughout each period - -------------------------------------------------------------------------------- 6 Months Year Ended Ended 4/30/04 10/31/03 10/31/02 10/31/01 10/31/00 10/31/99 NET ASSET VALUE Beginning of period $ 15.64 $ 12.77 $ 15.28 $ 21.69 $ 22.29 $ 22.38 Investment activities Net investment income (loss) 0.09 0.22 0.16 0.40 0.18 0.23 Net realized and unrealized gain (loss) 1.64 2.79 (2.31) (5.23) 1.26 2.14 Total from investment activities 1.73 3.01 (2.15) (4.83) 1.44 2.37 Distributions Net investment income (0.22) (0.14) (0.36) (0.16) (0.14) (0.28) Net realized gain (0.02) - - (1.42) (1.90) (2.18) Total distributions (0.24) (0.14) (0.36) (1.58) (2.04) (2.46) NET ASSET VALUE End of period $ 17.13 $ 15.64 $ 12.77 $ 15.28 $ 21.69 $ 22.29 ---------------------------------------------------------- Ratios/Supplemental Data Total return^ 11.10% 23.83% (14.51)% (23.98)% 6.28% 11.44% Ratio of total expenses to average net assets 1.06%! 1.12% 1.11% 1.09% 1.02% 1.05% Ratio of net investment income (loss) to average net assets 1.01%! 1.56% 1.03% 2.03% 0.71% 0.97% Portfolio turnover rate 30.6%! 23.1% 16.1% 5.8% 24.5% 15.7% Net assets, end of period (in millions) $ 876 $ 800 $ 643 $ 814 $ 1,250 $ 1,382 ^ 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 European Stock Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) April 30, 2004 Portfolio of Investments (ss.) ++ Shares Value - -------------------------------------------------------------------------------- (Cost and value in $ 000s) AUSTRIA 0.3% Common Stocks 0.3% Erste Bank 19,200 2,867 Total Austria (Cost $1,273) 2,867 BELGIUM 1.5% Common Stocks 1.5% Colruyt 23,500 2,514 Dexia 296,480 4,853 Fortis 105,169 2,274 UCB 84,002 3,348 Total Belgium (Cost $7,252) 12,989 DENMARK 0.7% Common Stocks 0.7% Novo Nordisk, Series B 135,900 6,442 Total Denmark (Cost $4,553) 6,442 FINLAND 1.5% Common Stocks 1.5% Nokia 908,226 12,716 Total Finland (Cost $4,552) 12,716 FRANCE 17.8% Common Stocks 17.8% Aventis* 96,569 7,327 AXA 398,656 8,318 BNP Paribas 205,942 12,283 Casino Guichard-Perrachon 15,300 1,357 Compagnie de Saint-Gobain 110,892 5,559 Credit Agricole 395,209 9,689 Essilor International 45,688 2,663 France Telecom* 397,470 9,517 Groupe Danone 9,964 1,665 Hermes 31,916 6,333 L'Oreal 25,614 1,920 Lafarge 21,138 1,749 LVMH 67,725 4,745 Neopost 76,401 4,196 Publicis 29,800 887 Sanofi-Synthelabo 254,073 16,070 Schneider Electric 114,229 7,659 Societe Generale* 54,945 4,552 Societe Television Francaise 1 396,722 12,182 Sodexho Alliance 80,055 2,194 Thomson 51,000 977 Total, Series B 170,564 31,355 Veolia Environnement 45,400 1,201 Vivendi Universal* 69,938 1,744 Total France (Cost $96,378) 156,142 GERMANY 4.5% Common Stocks 4.5% Allianz* 18,078 1,906 Bayer* 99,812 2,707 Bayerische Hypo-und Vereinsbank* 303,709 5,241 Celesio 21,734 1,211 Deutsche Bank 86,045 7,050 E.On 59,158 3,906 Hypo Real Estate (Spin off shares)* 277,426 7,544 Medion 61,727 2,619 Rhoen-Klinikum 36,950 1,828 SAP 19,428 2,926 Siemens 29,521 2,118 Total Germany (Cost $29,892) 39,056 GREECE 0.3% Common Stocks 0.3% National Bank of Greece 76,493 2,254 Total Greece (Cost $2,221) 2,254 IRELAND 1.1% Common Stocks 1.1% Allied Irish Banks 88,211 1,272 Bank of Ireland 264,000 3,197 DEPFA Bank 23,900 3,563 Irish Life & Permanent 104,600 1,632 Total Ireland (Cost $8,031) 9,664 ITALY 6.4% Common Stocks 6.4% Alleanza Assicurazioni 886,620 9,764 Banca Intesa 1,035,237 3,407 Banco Popolare di Verona e Novara 249,600 4,142 ENI 721,937 14,621 Mediaset 351,158 3,831 Mediolanum 290,900 1,875 Snam Rete Gas 400,700 1,774 Telecom Italia* 624,549 1,993 Telecom Italia Mobile* 1,082,995 6,152 Telecom Italia-RNC* 858,361 1,993 UniCredito Italiano 1,426,068 6,627 Total Italy (Cost $40,595) 56,179 KAZAKHSTAN 0.4% Common Stocks 0.4% PetroKazakhstan (USD) 135,400 3,630 Total Kazakhstan (Cost $3,852) 3,630 NETHERLANDS 8.0% Common Stocks 8.0% Akzo Nobel 39,908 1,447 ASML * 323,350 5,072 Euronext 66,100 1,918 Fortis (Unified shares) 155,780 3,392 ING Groep GDS 534,388 11,348 Koninklijke Numico* 189,512 5,229 Laurus* 1,390,200 1,898 Philips Electronics GDS 554,247 14,947 Reed Elsevier 100,610 1,408 Royal Dutch Petroleum 173,606 8,405 Royal KPN 545,400 3,917 Royal KPN, 144A 139,700 1,003 STMicroelectronics* 237,618 5,175 Trader.com, Class A* 47,112 517 Versatel Telecom* 386,000 819 Wolters Kluwer GDS 226,830 3,817 Total Netherlands (Cost $55,653) 70,312 NORWAY 0.5% Common Stocks 0.5% Norsk Hydro 14,759 863 Orkla, Series A 50,742 1,226 Yara International (Regulation S shares)* 257,900 1,821 Yara International (Spin off shares)* 14,759 104 Total Norway (Cost $2,386) 4,014 PORTUGAL 0.3% Common Stocks 0.3% Portugal Telecom 226,021 2,439 Total Portugal (Cost $1,526) 2,439 RUSSIA 1.5% Common Stocks 1.5% AO VimpelCom ADR (USD)* 58,300 5,233 Lukoil ADR (USD) 14,340 1,549 Lukoil ADR, 144A (USD) 8,230 889 MMC Norilsk Nickel (USD) 14,400 861 Mobile Telephone ADR, 144A (USD) 14,200 1,533 YUKOS ADR (USD) 64,300 2,877 Total Russia (Cost $10,687) 12,942 SPAIN 7.3% Common Stocks 7.3% Antena 3 Television* 98,973 5,026 Banco Bilbao Vizcaya Argentaria 644,245 8,442 Banco Santander Central Hispano 671,667 7,161 Cortefiel 221,971 2,400 Endesa 242,935 4,435 Gamesa 196,024 8,084 Gas Natural 118,000 2,883 Inditex 53,900 1,167 Promotora de Informaciones 124,500 2,199 Repsol 156,497 3,280 Sogecable* 132,700 5,640 Telefonica 893,108 13,191 Total Spain (Cost $41,102) 63,908 SWEDEN 4.1% Common Stocks 4.1% Electrolux, Series B 367,840 7,253 Electrolux, Rights* 367,840 118 Hennes & Mauritz, Series B 251,660 6,151 LM Ericsson, Series B* 2,038,794 5,437 Sandvik 106,500 3,452 Securitas, Series B 691,084 9,905 SKF, Series B 46,100 1,573 Tele2 AB, Series B* 51,900 2,358 Total Sweden (Cost $29,360) 36,247 SWITZERLAND 9.5% Common Stocks 9.5% Adecco* 276,270 12,131 Compagnie Financiere Richemont 232,100 5,932 Credit Suisse Group 472,920 16,585 Nestle 86,543 21,825 Roche Holding (Participation certificates) 107,940 11,274 UBS 222,468 15,716 Total Switzerland (Cost $54,440) 83,463 TURKEY 0.4% Common Stocks 0.4% Turkcell Iletisim Hizmetleri* 255,384,100 2,770 Turkiye Garanti Bankasi* 213,974,000 656 Total Turkey (Cost $2,466) 3,426 UNITED KINGDOM 32.5% Common Stocks 32.5% Abbey National 317,754 2,551 AstraZeneca 310,263 14,474 Autonomy* 113,493 500 British Sky Broadcast 171,412 2,020 Cadbury Schweppes 669,413 5,315 Capita 216,900 1,191 Carnival 55,334 2,475 Centrica 907,840 3,507 Compass 2,243,100 14,080 David S. Smith 426,043 1,300 Diageo 1,018,045 13,626 Electrocomponents 556,570 3,507 GlaxoSmithKline 1,492,730 30,806 Hays 532,961 1,111 Hilton Group 305,000 1,340 Investec 113,600 2,123 ITV 512,551 1,118 Kesa Electricals 698,883 3,466 Kingfisher 3,361,111 16,814 Logica CMG 357,800 1,367 MFI Furniture Group* 1,029,900 2,853 mm02 * 1,788,600 3,155 Reed Elsevier (Ordinary shares) 1,109,299 10,297 Rio Tinto (Ordinary shares) 249,377 5,448 Royal Bank of Scotland Group 1,261,167 37,748 Sage Group 701,327 2,140 Serco 274,833 1,048 Shell Transport & Trading 2,782,030 19,132 Standard Chartered 322,900 4,930 Taylor Nelson 1,000,898 3,516 Tesco 2,025,430 8,919 Tomkins 1,266,266 6,077 Unilever (Ordinary shares) 827,417 7,778 United Business Media 327,390 2,666 Vodafone Group 15,076,542 36,440 William Morrison Supermarkets 945,000 4,010 WPP Group 628,430 6,168 Total United Kingdom (Cost $256,558) 285,016 SHORT-TERM INVESTMENTS 0.6% Money Market Funds 0.6% T. Rowe Price Reserve Investment Fund, 1.09% # 5,421,235 5,421 Total Short-Term Investments (Cost $5,421) 5,421 SECURITIES LENDING COLLATERAL 27.0% Money Market Pooled Account 27.0% Investment in money market pooled account managed by JP Morgan Chase Bank, London, 1.06% # 235,962,282 235,962 Total Securities Lending Collateral (Cost $235,962) 235,962 Total Investments in Securities 126.2% of Net Assets (Cost $894,160) $1,105,089 ---------- (ss.) Denominated in currency of country of incorporation unless otherwise noted ++ At April 30, 2004, a substantial number of the fund's international securities were valued by the T. Rowe Price Valuation Committee, established by the fund's Board of Directors. See Note 1. # Seven-day yield * Non-income producing 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 value of such securities at period-end amounts to $3,425 and represents 0.4% of net assets ADR American Depository Receipts GDS Global Depository Shares USD U.S. dollar The accompanying notes are an integral part of these financial statements. T. Rowe Price European Stock Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) April 30, 2004 Statement of Assets and Liabilities - -------------------------------------------------------------------------------- (Amounts in $ 000s except shares and per share amounts) Assets Total investments in securities, at value (cost $894,160) $ 1,105,089 Other assets 10,758 Total assets 1,115,847 Liabilities Obligation to return securities lending collateral 235,962 Other liabilities 4,103 Total liabilities 240,065 NET ASSETS $ 875,782 ------------ Net Assets Consist of: Undistributed net investment income (loss) $ 4,217 Undistributed net realized gain (loss) (65,044) Net unrealized gain (loss) 210,911 Paid-in-capital applicable to 51,138,247 shares of $0.01 par value capital stock outstanding; 2,000,000,000 shares of the Corporation authorized 725,698 NET ASSETS $ 875,782 ------------ NET ASSET VALUE PER SHARE $ 17.13 ------------ The accompanying notes are an integral part of these financial statements. T. Rowe Price European Stock Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) Statement of Operations - -------------------------------------------------------------------------------- ($ 000s) 6 Months Ended 4/30/04 Investment Income (Loss) Income Dividend (net of foreign taxes of $1,225) $ 8,846 Securities lending 354 Interest 8 Total income 9,208 Expenses Investment management 3,612 Shareholder servicing 799 Custody and accounting 209 Registration 39 Prospectus and shareholder reports 35 Legal and audit 13 Directors 4 Miscellaneous 3 Total expenses 4,714 Net investment income (loss) 4,494 Realized and Unrealized Gain (Loss) Net realized gain (loss) Securities 24,198 Foreign currency transactions 79 Net realized gain (loss) 24,277 Change in net unrealized gain (loss) Securities 59,298 Other assets and liabilities denominated in foreign currencies (11) Change in net unrealized gain (loss) 59,287 Net realized and unrealized gain (loss) 83,564 INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS $ 88,058 ---------- The accompanying notes are an integral part of these financial statements. T. Rowe Price European Stock Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) Statement of Changes in Net Assets - -------------------------------------------------------------------------------- ($ 000s) 6 Months Year Ended Ended 4/30/04 10/31/03 Increase (Decrease) in Net Assets Operations Net investment income (loss) $ 4,494 $ 10,911 Net realized gain (loss) 24,277 (26,805) Change in net unrealized gain (loss) 59,287 178,115 Increase (decrease) in net assets from operations 88,058 162,221 Distributions to shareholders Net investment income (11,139) (6,956) Net realized gain (1,012) - Decrease in net assets from distributions (12,151) (6,956) Capital share transactions * Shares sold 116,007 564,671 Distributions reinvested 11,518 6,536 Shares redeemed (127,822) (569,201) Increase (decrease) in net assets from capital share transactions (297) 2,006 Net Assets Increase (decrease) during period 75,610 157,271 Beginning of period 800,172 642,901 End of period $ 875,782 $ 800,172 ---------- --------- (Including undistributed net investment income of $4,217 at 4/30/04 and $10,862 at 10/31/03) *Share information Shares sold 6,814 42,406 Distributions reinvested 691 517 Shares redeemed (7,525) (42,113) Increase (decrease) in shares outstanding (20) 810 The accompanying notes are an integral part of these financial statements. T. Rowe Price European Stock Fund - -------------------------------------------------------------------------------- Certified Semiannual Report (Unaudited) April 30, 2004 Notes to Financial Statements NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES T. Rowe Price International Funds, Inc. (the corporation) is registered under the Investment Company Act of 1940 (the 1940 Act). The European Stock Fund (the fund), a diversified, open-end management investment company, is one portfolio established by the corporation and commenced operations on February 28, 1990. The fund seeks long-term growth of capital through investments primarily in the common stocks of European companies. Current income is a secondary objective. 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. Most foreign markets close before the close of trading on the NYSE. If the fund determines that developments between the close of a foreign market and the close of the NYSE will, in its judgment, materially affect the value of some or all of its portfolio securities, which in turn will affect the fund's share price, the fund will adjust the previous closing prices to reflect the fair value of the securities as of the close of the NYSE, as determined in good faith by the T. Rowe Price Valuation Committee, established by the fund's Board of Directors. A fund may also fair value securities in other situations, such as when a particular foreign market is closed but the fund is open. In deciding whether to make fair value adjustments, the fund reviews a variety of factors, including developments in foreign markets, the performance of U.S. securities markets, and the performance of instruments trading in U.S. markets that represent foreign securities and baskets of foreign securities. The fund uses outside pricing services to provide it with closing market prices and information used for adjusting those prices. The fund cannot predict how often it will use closing prices and how often it will adjust those prices. As a means of evaluating its fair value process, the fund routinely compares closing market prices, the next day's opening prices in the same markets, and adjusted prices. Currency Translation Assets, including investments, and liabilities denominated in foreign currencies are translated into U.S. dollar values each day at the prevailing exchange rate, using the mean of the bid and asked prices of such currencies against U.S. dollars as quoted by a major bank. Purchases and sales of securities, income, and expenses are translated into U.S. dollars at the prevailing exchange rate on the date of the transaction. The effect of changes in foreign currency exchange rates on realized and unrealized security gains and losses is reflected as a component of security gains and losses. 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 an annual 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 account 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 April 30, 2004, the value of loaned securities was $221,990,000; aggregate collateral consisted of $235,962,000 in the money market pooled account. Other Purchases and sales of portfolio securities, other than short-term securities, aggregated $133,427,000 and $141,742,000, respectively, for the six months ended April 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 April 30, 2004. The fund intends to retain realized gains to the extent of available capital loss carryforwards. As of October 31, 2003, the fund had $89,344,000 of unused capital loss carryforwards, of which $17,588,000 expire in fiscal 2009, $43,916,000 expire in fiscal 2010, and $27,840,000 expire in fiscal 2011. At April 30, 2004, the cost of investments for federal income tax purposes was $894,160,000. Net unrealized gain aggregated $210,911,000 at period-end, of which $257,275,000 related to appreciated investments and $46,364,000 related to depreciated investments. NOTE 4 - FOREIGN TAXES The fund is subject to foreign income taxes imposed by certain countries in which it invests. Foreign income taxes are accrued by the fund as a reduction of income. Gains realized upon disposition of Indian securities held by the fund are subject to capital gains tax in India, payable prior to repatriation of sale proceeds. The tax is computed on net realized gains, and realized losses in excess of gains may be carried forward eight years to offset future gains. In addition, the fund accrues a deferred tax liability for net unrealized gains on Indian securities. NOTE 5 - RELATED PARTY TRANSACTIONS The fund is managed by T. Rowe Price International, Inc. (the manager), a wholly owned subsidiary of T. Rowe Price Associates, Inc. (Price Associates), which is wholly owned by 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 0.50% 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 April 30, 2004, the effective annual group fee rate was 0.32%, and investment management fee payable totaled $605,000. 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 $589,000 for the six months ended April 30, 2004, of which $134,000 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 April 30, 2004, the fund was allocated $44,000 of Spectrum Funds' expenses, of which $25,000 related to services provided by Price and $13,000 was payable at period-end. At April 30, 2004, approximately 2.9% 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 April 30, 2004, dividend income from the Reserve Funds totaled $17,000. T. Rowe Price European Stock Fund - -------------------------------------------------------------------------------- Certified Semiannual Report Information on Proxy Voting - -------------------------------------------------------------------------------- A description of the policies and procedures that the T. Rowe Price European Stock 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 International Funds, Inc. By /s/ James S. Riepe James S. Riepe Principal Executive Officer Date June 15, 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 June 15, 2004 By /s/ Joseph A. Carrier Joseph A. Carrier Principal Financial Officer Date June 15, 2004 EX-99.CERT 2 ex-99cert.txt 302 CERTIFICATIONS Item 11(a)(2). CERTIFICATIONS I, James S. Riepe, certify that: 1. I have reviewed this report on Form N-CSR of T. Rowe Price European Stock Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: June 15, 2004 /s/ James S. Riepe James S. Riepe Principal Executive Officer CERTIFICATIONS I, Joseph A. Carrier, certify that: 1. I have reviewed this report on Form N-CSR of T. Rowe Price European Stock Fund; 2. Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report; 3. Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations, changes in net assets, and cash flows (if the financial statements are required to include a statement of cash flows) of the registrant as of, and for, the periods presented in this report; 4. The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in rule 30a-3(c) under the Investment Company Act of 1940) and internal control over financial reporting (as defined in Rule 30a-3(d) under the Investment Company Act of 1940) for the registrant and have: (a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared; (b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles; (c) Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of a date within 90 days prior to the filing date of this report based on such evaluation; and (d) Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal half-year (the registrant's second fiscal half-year in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer(s) and I have disclosed to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions): (a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize, and report financial information; and (b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting. Date: June 15, 2004 /s/ Joseph A. Carrier Joseph A. Carrier Principal Financial Officer EX-99.906 3 ex-99_906cert.txt 906 CERTIFICATIONS Item 11(b). CERTIFICATION UNDER SECTION 906 OF SARBANES-OXLEY ACT OF 2002 Name of Issuer: T. Rowe Price European Stock Fund In connection with the Report on Form N-CSR for the above named issuer, the undersigned hereby certifies, to the best of his knowledge, that: 1. The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; 2. The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Issuer. Date: June 15, 2004 /s/ James S. Riepe James S. Riepe Principal Executive Officer Date: June 15, 2004 /s/ Joseph A. Carrier Joseph A. Carrier Principal Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----