-----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, La8ECIkAi/DFy8txxN2KhsXE1t8L3/CwGEmMa/kL4umN5ZbNzA4xEUYMVbxzFvrt KERky07z39GMuQCwj0Lj5Q== 0000075170-04-000014.txt : 20041122 0000075170-04-000014.hdr.sgml : 20041122 20041122155732 ACCESSION NUMBER: 0000075170-04-000014 CONFORMED SUBMISSION TYPE: N-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20040930 FILED AS OF DATE: 20041122 DATE AS OF CHANGE: 20041122 EFFECTIVENESS DATE: 20041122 FILER: COMPANY DATA: COMPANY CONFORMED NAME: PRICE T ROWE SMALL CAP STOCK FUND INC CENTRAL INDEX KEY: 0000075170 IRS NUMBER: 231622210 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-Q SEC ACT: 1940 Act SEC FILE NUMBER: 811-00696 FILM NUMBER: 041160806 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT ST STREET 2: C/O T ROWE PRICE ASSOCIATES INC CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 2156432510 MAIL ADDRESS: STREET 1: 100 EAST PRATT STRE STREET 2: NULL CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: PRICE T ROWE OTC FUND INC DATE OF NAME CHANGE: 19930210 FORMER COMPANY: FORMER CONFORMED NAME: OVER THE COUNTER SECURITIES GROUP INC DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: OVER THE COUNTER SECURITIES FUND INC DATE OF NAME CHANGE: 19890108 N-Q 1 poi_scs.txt N-Q ~ SMALL-CAP STOCK FUND Item 1. Schedule of Investments T. Rowe Price Small-Cap Stock Fund (Unaudited) September 30, 2004 PORTFOLIO OF INVESTMENTS (1) Shares/$ Par Value (Cost and value in $ 000s) COMMON STOCKS 91.0% CONSUMER DISCRETIONARY 10.3% Auto Components 0.4% Keystone Automotive * 640,300 14,086 Strattec Security *+ 190,600 11,867 25,953 Automobiles 0.1% Winnebago 85,200 2,951 2,951 Hotels, Restaurants & Leisure 2.8% Applebee's 707,512 17,886 BJ's Restaurants * 316,300 5,020 CEC Entertainment * 464,000 17,052 PF Chang's China Bistro * 420,000 20,366 Red Robin Gourmet Burgers * 277,500 12,118 Ruby Tuesday 814,800 22,708 Sonic * 1,317,750 33,774 The Cheesecake Factory * 864,000 37,498 166,422 Household Durables 0.7% Harman International 50,000 5,388 Jarden * 1,050,000 38,314 43,702 Internet & Catalog Retail 0.3% J. Jill Group * 198,100 3,932 priceline.com * 570,000 12,637 16,569 Leisure Equipment & Products 2.0% Brunswick 1,220,200 55,836 MarineMax * 672,000 15,133 Polaris Industries 430,000 24,003 SCP Pool 775,537 20,738 115,710 Media 1.4% Emmis Communications * 644,300 11,636 Entercom Communications * 458,500 14,974 Getty Images * 186,000 10,286 Scholastic * 1,353,800 41,819 Young Broadcasting, Class A * 430,700 4,682 83,397 Multiline Retail 0.3% Big Lots * 795,000 9,723 Neiman Marcus, Class A 154,300 8,872 18,595 Specialty Retail 2.2% AC Moore Arts & Crafts * 313,800 7,760 AnnTaylor Stores * 2,062,500 48,263 Christopher & Banks 923,950 14,793 Hot Topic * 925,000 15,762 Linens 'n Things * 673,900 15,614 Monro Muffler Brake *+ 825,000 18,026 The Finish Line, Class A 225,000 6,957 Ultimate Electronics * 337,800 1,027 128,202 Textiles, Apparel, & Luxury Goods 0.1% Culp * 209,900 1,543 Unifi * 608,200 1,387 2,930 Total Consumer Discretionary 604,431 CONSUMER STAPLES 1.8% Food & Staples Retailing 1.4% Casey's General Stores 2,448,000 45,508 Performance Food Group * 1,271,700 30,139 Wild Oats Markets * 881,900 7,620 83,267 Food Products 0.3% ADM Cranberry *++* 164 52 American Italian Pasta, Class A 374,000 9,780 Makepeace * 164 1,000 Seneca Foods Class A * 187,600 3,424 Seneca Foods Class B * 72,000 1,314 15,570 Personal Products 0.1% Chattem * 243,000 7,837 7,837 Total Consumer Staples 106,674 ENERGY 7.9% Energy Equipment & Services 6.0% Atwood Oceanics * 577,000 27,431 Cooper Cameron * 15,000 823 FMC Technologies * 1,749,900 58,447 Grant Prideco * 3,274,350 67,091 Hanover Compressor * 1,625,000 21,856 Hydril * 373,300 16,033 Key Energy Services * 750,600 8,294 Lone Star Technologies * 405,700 15,335 National Oilwell * 2,401,700 78,920 Seacor Holdings * 899,500 42,052 Smith International * 135,200 8,211 W-H Energy Services * 473,900 9,833 354,326 Oil & Gas 1.9% Forest Oil * 1,575,100 47,442 Noble Energy 859,400 50,051 Ultra Petroleum * 283,500 13,906 111,399 Total Energy 465,725 FINANCIALS 16.5% Capital Markets 2.0% Affiliated Managers Group * 550,000 29,447 Investors Financial Services 751,000 33,892 National Financial Partners 338,000 12,094 Piper Jaffray Cos *+ 992,500 39,293 114,726 Commercial Banks 5.8% Boston Private Financial 575,400 14,362 Chittenden 2,010,187 54,778 Citizens Banking 1,497,500 48,773 Glacier Bancorp 505,736 14,747 Pinnacle Financial Partners * 80,700 1,735 Provident Bankshares 952,078 31,942 Sandy Spring Bancorp 594,400 19,437 Signature Bank * 93,000 2,488 Southwest Bancorp of Texas 2,047,000 41,227 Texas Capital Bancshares * 820,100 14,885 Valley National Bancorp 1,446,995 36,956 WestAmerica 1,028,400 56,449 337,779 Diversified Financial Services 0.5% Assured Guaranty 1,910,000 31,821 31,821 Insurance 5.2% Aspen Insurance Holdings 819,000 18,845 Bristol West Holdings 1,011,000 17,328 Brown & Brown 280,000 12,796 Harleysville Group 316,200 6,533 Horace Mann Educators + 1,729,100 30,398 Infinity Property & Casualty 998,900 29,497 Markel * 111,500 34,387 Ohio Casualty * 2,495,700 52,235 PartnerRe 700,000 38,283 Selective Insurance 714,000 26,561 Triad Guaranty * 290,000 16,089 W. R. Berkley 586,000 24,706 307,658 Real Estate 3.0% Arden Realty, REIT 739,200 24,083 EastGroup Properties, REIT 887,600 29,468 Essex Property Trust, REIT 100,000 7,185 Gables Residential Trust, REIT 792,600 27,067 LaSalle Hotel Properties, REIT 495,400 13,673 Manufactured Home Communities, REIT 315,000 10,471 Parkway Properties, REIT + 599,700 27,856 Reckson Associates Realty, REIT 265,900 7,645 Washington SBI, REIT 971,300 29,430 176,878 Thrifts & Mortgage Finance 0.0% Frankfort First 61,400 1,469 1,469 Total Financials 970,331 HEALTH CARE 11.6% Biotechnology 3.1% Abgenix * 96,000 947 Alexion Pharmaceutical * 350,000 6,300 Alkermes * 938,700 10,833 Amylin Pharmaceuticals * 440,000 9,029 Anadys Pharmaceuticals * 540,000 2,862 Cephalon * 353,517 16,933 Cubist Pharmaceuticals * 947,200 9,358 CV Therapeutics * 104,300 1,304 Cytogen * 360,000 3,794 Cytokinetics * 100,000 1,330 deCODE GENETICS * 471,703 3,552 Dynavax Technologies * 366,000 1,991 Exelixis * 845,000 6,811 Memory Pharmaceuticals * 366,000 2,807 Myriad Genetics * 1,000,000 17,100 Neurocrine Biosciences * 437,500 20,633 NPS Pharmaceuticals * 247,400 5,388 ONYX Pharmaceuticals * 600,000 25,806 OSI Pharmaceuticals * 54,400 3,343 Rigel Pharmaceuticals * 350,000 8,855 Trimeris * 500,000 7,525 Vertex Pharmaceuticals * 1,400,000 14,700 181,201 Health Care Equipment & Supplies 3.5% Advanced Neuromodulation Systems * 625,000 18,969 Analogic 409,500 17,072 DJ Orthopedics * 773,000 13,643 Edwards Lifesciences * 589,900 19,762 EPIX Pharmaceuticals * 190,000 3,669 Integra LifeSciences * 851,000 27,326 Matthews International, Class A 1,294,600 43,861 NuVasive * 550,000 5,808 ResMed * 400,000 19,044 Steris * 1,000,100 21,942 Thoratec * 525,000 5,050 Wilson Greatbatch Technologies * 487,300 8,718 204,864 Health Care Providers & Services 3.5% Accredo Health * 700,000 16,499 Henry Schein * 777,200 48,427 LabOne * 350,000 10,231 Lifeline Systems *+ 667,200 16,293 LifePoint Hospitals * 125,000 3,751 Sunrise Senior Living *+ 1,369,100 48,083 Symbion * 489,000 7,875 United Surgical Partners International * 1,085,000 37,270 WellChoice * 425,000 15,865 204,294 Pharmaceuticals 1.5% Able Laboratories * 325,000 6,227 Atherogenics * 800,000 26,360 Eon Labs * 400,000 8,680 Inspire Pharmaceuticals * 1,120,000 17,618 Medicines Company * 350,000 8,449 Nektar Therapeutics * 175,100 2,535 Noven Pharmaceuticals * 986,300 20,555 90,424 Total Health Care 680,783 INDUSTRIALS & BUSINESS SERVICES 15.6% Aerospace & Defense 1.4% Armor Holdings *+ 1,502,300 62,511 Mercury Computer Systems * 755,000 20,324 MTC Technologies * 22,700 627 83,462 Air Freight & Logistics 2.2% EGL * 1,522,300 46,065 Expeditors International of Washington 83,600 4,322 Pacer International * 830,000 13,612 Ryder System 380,000 17,875 UTi Worldwide 787,600 46,319 128,193 Airlines 0.1% Frontier Airlines * 710,000 5,453 Midwest Express Holdings * 555,600 1,639 7,092 Building Products 0.4% Quixote 234,782 4,527 Trex * 443,500 19,638 24,165 Commercial Services & Supplies 5.1% Central Parking 1,486,400 19,650 Consolidated Graphics *+ 1,001,900 41,980 Education Management * 163,600 4,358 Electro Rent 564,300 6,230 First Advantage, Class A * 245,800 3,947 G & K Services, Class A 807,700 32,098 Herman Miller 1,520,700 37,485 Intersections * 200,000 2,930 Ionics *+ 1,150,000 31,050 KForce * 1,311,200 10,988 Layne Christensen * 264,800 3,990 LECG * 956,100 16,168 Resources Connection *+ 1,083,500 40,935 SOURCECORP * 625,900 13,857 Tetra Tech * 1,589,262 20,136 West Corporation * 371,908 10,834 296,636 Construction & Engineering 0.2% Insituform Technologies * 698,100 13,034 13,034 Electrical Equipment 1.1% A.O. Smith 1,745,700 42,508 American Superconductor * 219,000 2,720 Artesyn Technologies * 1,200,000 11,976 Woodward Governor 89,700 6,054 63,258 Machinery 3.6% Actuant, Class A * 918,260 37,841 Cascade 260,000 7,218 Graco 1,020,000 34,170 Harsco 1,159,600 52,066 IDEX 406,950 13,820 Lindsay Manufacturing + 1,062,200 28,499 Reliance Steel & Aluminum 135,000 5,359 Toro 450,000 30,735 209,708 Road & Rail 1.5% Genesee & Wyoming, Class A * 200,000 5,064 Heartland Express 800,086 14,762 Knight Transportation * 2,317,200 49,634 Overnite 585,000 18,387 87,847 Total Industrials & Business Services 913,395 INFORMATION TECHNOLOGY 19.5% Communications Equipment 1.9% Belden CDT + 1,915,000 41,747 Black Box 655,000 24,202 F5 Networks * 425,000 12,945 Ixia * 675,000 6,561 Packeteer * 477,500 5,162 Riverstone Networks * 1,750,000 1,470 Sirf Technology Holdings * 1,027,000 14,614 Tekelec * 416,700 6,951 113,652 Computers & Peripherals 0.8% Applied Films * 73,300 1,320 Emulex * 1,225,000 14,112 Gateway * 3,620,800 17,923 Synaptics * 650,000 13,104 46,459 Electronic Equipment & Instruments 2.3% Cogent * 212,000 3,863 Digital Theater Systems * 575,000 10,494 Global Imaging Systems * 651,400 20,245 KEMET * 1,845,000 14,926 Littelfuse * 588,900 20,335 Methode Electronics 1,254,700 16,048 Newport * 789,600 9,057 Plexus * 1,898,600 20,960 Technitrol * 379,500 7,400 Woodhead Industries + 960,300 13,252 136,580 Internet Software & Services 0.6% Digital Insight * 1,095,000 14,925 MatrixOne * 1,603,700 8,115 Netegrity * 875,000 6,571 Sonicwall * 115,200 779 Websense * 55,000 2,292 Websidestory * 200,000 1,850 34,532 IT Services 3.8% BISYS Group * 1,094,000 15,983 CACI International, Class A * 770,800 40,683 Global Payments 868,000 46,481 Iron Mountain * 1,772,737 60,007 Maximus * 1,058,300 30,490 MPS Group * 2,646,800 22,260 RightNow Technologies * 709,000 8,884 224,788 Semiconductor & Semiconductor Equipment 3.8% AMIS Holdings * 700,000 9,464 Artisan Components * 300,000 8,733 Atheros Communications * 364,000 3,713 ATMI * 828,500 16,968 Cabot Microelectronics * 544,000 19,720 Entegris * 1,441,200 12,019 Exar * 1,163,000 16,468 Lattice Semiconductor * 1,968,800 9,667 Microsemi * 940,000 13,254 MKS Instruments * 1,556,200 23,841 Mykrolis * 1,554,800 15,657 PDF Solutions * 973,800 11,831 Power Integrations * 145,000 2,962 Semtech * 1,764,000 33,816 Sigmatel * 221,400 4,696 Tessera Technologies * 758,900 16,772 219,581 Software 6.3% Actuate * 395,500 1,396 Altiris * 730,000 23,105 Blackbaud * 126,400 1,239 Catapult Communications * 418,600 7,887 Concord Communications * 499,400 4,457 FactSet Research Systems 856,200 41,269 FileNet * 1,546,400 27,000 Internet Security Systems * 901,400 15,324 Jack Henry & Associates 2,420,100 45,425 Kronos *+ 1,325,000 58,684 Magma Design Automation * 510,900 7,704 Mercury Interactive * 279,300 9,742 Motive * 751,000 8,434 NetIQ * 1,371,400 14,674 Open Solutions * 422,000 10,537 Progress Software * 900,000 17,910 Quest Software * 1,279,400 14,227 Red Hat * 856,700 10,486 RSA Security * 1,177,200 22,720 SPSS * 536,400 7,150 Verisity * 340,000 2,363 Verity * 1,250,000 16,100 367,833 Total Information Technology 1,143,425 MATERIALS 6.6% Chemicals 4.5% Airgas 2,875,000 69,201 Arch Chemicals + 1,198,100 34,206 Ferro 1,685,000 36,750 IMC Global * 2,325,000 40,432 MacDermid 175,000 5,068 Material Sciences * 691,100 9,323 Minerals Technologies 948,000 55,799 Symyx Technologies * 575,000 13,541 264,320 Containers & Packaging 0.4% Chesapeake Corp 710,000 17,054 Smurfit-Stone Container * 191,100 3,702 20,756 Metals & Mining 1.4% Adrian Steel +* 13,000 4,745 Coal Creek * 9,295 2,184 Gibraltar Steel 378,500 13,687 Lihir Gold (AUD) * 7,971,900 6,178 Meridian Gold * 1,700,000 28,424 NN 163,900 1,877 Steel Dynamics 675,000 26,068 83,163 Paper & Forest Products 0.3% Buckeye Technologies * 1,780,100 19,848 19,848 Total Materials 388,087 TELECOMMUNICATION SERVICES 0.8% Wireless Telecommunication Services 0.8% Spectrasite * 846,000 39,339 Western Wireless, Class A * 323,000 8,304 Total Telecommunication Services 47,643 UTILITIES 0.4% Electric Utilities 0.4% Cleco 767,200 13,227 El Paso Electric * 726,200 11,670 Total Utilities 24,897 Total Common Stocks (Cost $4,294,308) 5,345,391 TRUSTS & MUTUAL FUNDS 0.6% Trusts & Mutual Funds 0.6% Ishares Russell 2000 300,000 34,155 Total Trusts & Mutual Funds (Cost $30,479) 34,155 SHORT-TERM INVESTMENTS 8.5% Money Market Fund 8.4% T. Rowe Price Reserve Investment Fund, 1.68% #+ 492,192,823 492,193 U.S. Treasury Obligations 0.1% U.S. Treasury Bills, 1.59%, 11/12/04 ++ 6,083,000 6,071 Total Short-Term Investments (Cost $498,264) 498,264 FUTURES CONTRACTS 0.0% Variation margin receivable (payable) on open futures contracts (2) 515 Total Futures Contracts 515 Total Investments in Securities 100.1% of Net Assets (Cost $4,823,051) $ 5,878,325 (1) Denominated in U.S. dollars unless otherwise noted # Seven-day yield * Non-income producing ++ All or a portion of this security is pledged to cover margin requirements on futures contracts at September 30, 2004. * Valued by the T. Rowe Price Valuation Committee, established by the fund's Board of Directors AUD Australian dollar REIT Real Estate Investment Trust (2) Open Futures Contracts at September 30, 2004 were as follows: ($ 000s) Contract Unrealized Expiration Value Gain (Loss) Long, 412 Russell 2000 contracts, $6,083 par of 1.59% U.S. Treasury Bills pledged as initial margin 12/04 118,244 1,453 Net payments (receipts) of variation margin to date (938) Variation margin receivable (payable) on open futures contracts 515 +Affiliated Companies ($000s) The fund may invest in certain securities that are considered affiliated companies. As defined by the 1940 Act, an affiliated company is one in which the fund owns 5% or more of the outstanding voting securities. Purchase Sales Realized Investment Value Affiliate Cost Cost Gain/(Loss) Income 9/30/04 12/31/03 Adrian Steel - - - 39 4,745 4,056 Arch Chemicals - - - 719 34,206 30,743 Armor Holdings - - - - 62,511 39,526 Belden CDT - - - 192 41,747 40,387 CompX International - 8,303 (4,456) - - 2,603 Consolidated Graphics2,803 - - - 41,980 29,212 Horace Mann Educators- 9,146 (2,398) 608 30,398 29,883 Ionics - - - - 31,050 36,627 Kronos - 7,716 2,704 - 58,684 62,386 Lifeline Systems - - - - 16,293 12,677 Lindsay Manufacturing- - - 165 28,499 26,821 Monro Muffler Brake 18,606 - - - 18,026 - New England Business Services - 26,893 13,064 401 - 26,875 Parkway Properties - - - 1,169 27,856 24,948 Paxar - 32,558 (4,778) - - 26,315 Piper Jaffray Cos 49,767 7,093 (12) - 39,293 - Resources Connection 1,518 1,782 177 - 40,935 29,836 Strattec Security - - - - 11,867 11,609 Sunrise Senior Living25,608 - - - 48,083 25,214 Woodhead Industries - - - 288 13,252 15,423 T. Rowe Price Reserve Investment Fund *** *** *** 4,401 492,193 457,072 Totals 4,301 7,982 1,041,618 932,213 ***Realized gain/(loss) and purchase and sale information not shown for cash management funds. ++Restricted Securities ($000s) The fund may invest in securities that cannot be offered for public resale without first being registered under the Securities Act of 1933 and related rules. The total restricted securities (excluding 144A issues) at period-end amounts to $52 and represents 0.0% of net assets. Acquisition Acquisition Description Acquisition Date Acquisition Cost ADM Cranberry 6/30/00 4 Totals $ 4 The fund has registration rights for certain restricted securities held as of September 30, 2004. Any costs related to such registration are borne by the issuer. The accompanying notes are an integral part of this Portfolio of Investments. T. Rowe Price Small-Cap Stock Fund Unaudited September 30, 2004 Notes To Portfolio of Investments NOTE 1 - SIGNIFICANT ACCOUNTING POLICIES T. Rowe Price Small-Cap Stock Fund, Inc. (the fund) is registered under the Investment Company Act of 1940 (the 1940 Act) as a diversified, open-end management investment company. The fund seeks to provide long-term capital growth by investing primarily in stocks of small companies. 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. Debt securities with original maturities of less than one year are valued at amortized cost in local currency, which approximates fair value when combined with accrued interest. Investments in mutual funds are valued at the mutual fund's closing net asset value per share on the day of valuation. Financial futures contracts are valued at closing settlement prices. 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. Investment Transactions Investment transactions are accounted for on the trade date. Payments ("variation margin") made or received to settle the daily fluctuations in the value of futures contracts are recorded as unrealized gains or losses until the contracts are closed. Unsettled variation margin on futures contracts are included in investments in securities. 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. Restricted Securities The fund may invest in securities that are subject to legal or contractual restrictions on resale. Although certain of these securities may be readily sold, for example, under Rule 144A, others may be illiquid, and their sale may involve substantial delays and additional costs, and prompt sale at an acceptable price may be difficult. Futures Contracts The fund may invest in futures contracts, which provide for the future sale by one party and purchase by another of a specified amount of a specific financial instrument at an agreed upon price, date, time, and place. Risks arise from possible illiquidity of the futures market and from movements in security values and interest rates. NOTE 3 - FEDERAL INCOME TAXES At September 30, 2004, the cost of investments for federal income tax purposes was $4,823,051,000. Net unrealized gain aggregated $1,056,212,000 at period-end, of which $1,394,538,000 related to appreciated investments and $338,326,000 related to depreciated investments. NOTE 4 - RELATED PARTY TRANSACTIONS 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. Item 2. 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-Q was recorded, processed, summarized, and reported timely. (b) The registrant's principal executive officer and principal financial officer are aware of no change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting. Item 3. Exhibits. 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. 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 Small-Cap Stock Fund, Inc. By /s/ James S. Riepe ----------------------------------- James S. Riepe Principal Executive Officer Date November 19, 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 November 19, 2004 By /s/ Joseph A. Carrier ----------------------------------- Joseph A. Carrier Principal Financial Officer Date November 19, 2004 EX-99.CERT 2 cer_scs.txt 302 CERTIFICATION SMALL-CAP STOCK FUND Item 3. CERTIFICATIONS I, James S. Riepe, certify that: 1. I have reviewed this report on Form N-Q of T. Rowe Price Small-Cap Stock Fund, Inc.; 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 schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed; 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 quarter 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: November 19, 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-Q of T. Rowe Price Small-Cap Stock Fund, Inc.; 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 schedules of investments included in this report fairly present in all material respects the investments of the registrant as of the end of the fiscal quarter for which the report is filed; 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 quarter 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: November 19, 2004 /s/ Joseph A. Carrier --------------------------------- Joseph A. Carrier Principal Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----