-----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, UsWZ02Uqc6YKwP2AcaL0L90gW1v4ZUc7Q4ktKXzK1en7xccGFRwPfWSDpklRPjK4 1ZmMqgilAVajRKpBwNeGIw== 0000852254-02-000012.txt : 20021211 0000852254-02-000012.hdr.sgml : 20021211 20021211154459 ACCESSION NUMBER: 0000852254-02-000012 CONFORMED SUBMISSION TYPE: N-30D PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20021031 FILED AS OF DATE: 20021211 EFFECTIVENESS DATE: 20021211 FILER: COMPANY DATA: COMPANY CONFORMED NAME: T ROWE PRICE INSTITUTIONAL INTERNATIONAL FUNDS INC CENTRAL INDEX KEY: 0000852254 IRS NUMBER: 521640430 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: N-30D SEC ACT: 1940 Act SEC FILE NUMBER: 811-05833 FILM NUMBER: 02854742 BUSINESS ADDRESS: STREET 1: 100 EAST PRATT STREET STREET 2: LEGAL DEPARTMENT 8TH FLOOR CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4103452230 MAIL ADDRESS: STREET 1: 100 EAST PRATT STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: INSTITUTIONAL INTERNATIONAL FUNDS INC DATE OF NAME CHANGE: 19920703 N-30D 1 arfef.txt INSTITUTIONAL FOREIGN EQUITY FUND Annual Report October 31, 2002 T. Rowe Price Institutional Foreign Equity Fund T. Rowe Price (registered trademark) Invest With Confidence Dear Investor After losing ground for most of the past six months, international stocks rallied strongly in October to end the fund's fiscal year on a high note. However, strength in October failed to overcome earlier losses. For the six and 12 months ended October 31, 2002, results were sharply negative as all major international markets posted severe double-digit losses. Performance Comparison Periods Ended 10/31/02 6 Months 12 Months Institutional Foreign Equity Fund -19.38% -13.43% MSCI EAFE Index -17.60 -12.93 Lipper International Funds Average -18.67 -12.72 Your portfolio suffered along with other international equity funds during the past six months, performing somewhat worse than the unmanaged EAFE index and the Lipper International Funds Average, which shows the average performances for similarly managed funds. Within our peer group, funds with a value bias fared best while funds with a growth bias, including yours, tended to lag. The primary reasons for the Institutional Foreign Equity Fund's lagging results relative to the benchmarks' were the portfolio's emphasis on growth during a period when the market generally favored defensive stocks, and to stock selection in several sectors. MARKET REVIEW International stock markets were buffeted on several fronts over the past six months as expectations for economic recovery continued to be revised downward. At the beginning of the period, there was still some optimism that lower interest rates would help revive growth. However, by the end of October, many commentators had decided that consumer confidence, high debt levels, and falling equity markets would probably keep growth subdued, at best, and could possibly be a harbinger of a double-dip recession in the U.S. European growth expectations broadly followed the U.S., with Germany doing significantly worse while the U.K. and Spain seemed to be more robust. In Japan, the long period of slow growth appeared to be ending, but more recent signs make that scenario seemless likely-putting the spotlight back on the parlous state of the banking system. While confidence in economic growth has waned, fears of war with Iraq have mounted. The Bush administration has made no secret of its desire to overthrow Saddam Hussein. As we write, this issue appears to be nearing the beginning of some form of resolution, with the UN now united behind the U.S. In addition, the issue of corporate accounting integrity has been plaguing the equities markets during the period. New regulations have been put in place, indicating that the worst of these scandals are now behind us and the issue will continue to recede as a major concern overhanging the markets. Geographic Diversification Europe 72 Japan 14 Far East 9 Latin American 2 Other and Reserves 3 PORTFOLIO REVIEW Media The bulk of your portfolio's significant exposure to the media sector remains in the professional publishing area, and a recent visit to one of our largest holdings, U.K./Netherlands' Reed Elsevier, confirmed that the company has established a strong position in its industry. CEO Crispin Davis has reinforced the scientific publishing business with the intelligent use of electronic delivery while keeping a tight rein on costs in the more difficult business publishing unit. This development, coupled with steady growth in legal and educational publishing, should underpin 12% earnings growth for a valuation of around 17 times earnings next year. The more cyclical broadcasting area endured a difficult six-month period but rallied strongly recently as fast-moving consumer goods companies increased their advertising in an attempt to bolster market share. This broad trend has helped holdings such as Australia's News Corporation. We trimmed back exposure in this area during the rally as valuations have become a little stretched. Market Performance Six Months Local Local Currency U.S. Ended 10/31/02 Currency vs. U.S. Dollars Dollars France -27.47% 9.90% -20.29% Germany -36.68 9.90 -30.41 Hong Kong -20.95 0.00 -20.95 Italy -23.26 9.90 -15.66 Japan -21.31 4.81 -17.53 Mexico -18.96 -7.64 -25.15 Netherlands -30.63 9.90 -23.76 Singapore -14.85 2.61 -12.65 Sweden -29.76 12.15 -21.22 Switzerland -22.82 9.75 -15.29 United Kingdom -21.70 7.35 -15.94 Source: RIMES Online, using MSCI indices. Services The fund remains heavily weighted in this broad area because we see above-average long-term growth and strong cash flow for several businesses. One stock that has had a difficult time recently is Securitas, the Swedish protection and security services stock. We project top-line growth for the overall business in the mid to high single digits, helped by growing security consciousness as well as implementation of the tried-and-tested Securitas model in new regions. The stock has been under pressure for a variety of reasons and now sells at about 14 times earnings for growth that we think will average 14% over the next few years-a reasonable valuation in our estimation. Financials The insurance sector has been through a tumultuous period, particularly in Europe. As equity markets have fallen, balance sheets that previously looked relatively secure have begun to look somewhat thin. At the same time, poor returns have meant that new business has been difficult to achieve, and many life insurance business models have had to be revisited in the current environment. Your fund remains underweighted in this sector, having reduced its position early in the period and again more recently as the sector has recovered. Within banking, there has been contrasting performance with capital markets-exposed stocks lagging steadier retail-focused stocks. Over the past few months, the market has become increasingly vulnerable to concerns about bad debts. Bad debts have picked up significantly in the weak German economy, although they have been benign so far in other countries. We anticipate some worsening of this situation during the coming months. However, many European banks have taken a much more cautious approach to credit exposure than in the early 1990s when they encountered major problems. With this in mind, we revisited all our stocks and scaled back our position in IntesaBCI in Italy, where the restructuring program will be more difficult to implement in an uncertain economic environment. We maintained our position in Royal Bank of Scotland where the environment seems more encouraging and the bank's profitability and market position, coupled with a low stock valuation, give us more comfort. In Japan, on the other hand, we remain leery of banks and believe they have a long way to go before the nonperforming loan issue is finally addressed. Recent moves toward reform have once again proved rather disappointing. Telecommunications After an extremely difficult couple of years, the telecommunications sector seemed to reach something of an inflection point in the summer as both investors and management came to terms with lower longer-term growth potential, leading to a sharper focus on returns and capital discipline. With lower levels of capital spending all around, cash generation has improved significantly, and it is possible to see returns beginning to pick up. The mobile sector has also seen average revenue per user increasing after a long period of attrition. With valuations reaching low levels, share prices have begun to perform better. Your fund is overweight in the mobile area as well as in emerging markets. We retained our large position in the U.K.'s Vodafone, which has been a beneficiary of both improved capital discipline and an improvement in revenues. Pharmaceuticals This sector also seems to have passed its low point. Earlier in the year, it seemed that the drug industry was in freefall with a succession of patent attacks and new product disappointments. More recently, with valuations having hit very depressed levels, snippets of good news have been enough to push prices back up. With a new FDA director in place in the U.S. and some patent attacks repelled, the strong long-term dynamics of the pharmaceutical business model-good cash generation, supportive demographics, favorable returns-are reasserting themselves. We added to Novo Nordisk of Denmark, which is benefiting from a diabetes upsurge and is well positioned with its NovoSeven blood-clotting agent. Industry Diversification Percent of Percent of Net Assets Net Assets 4/30/02 10/31/02 Financials 22.1% 20.2% Consumer Discretionary 17.4 17.3 Health Care 12.1 12.5 Energy 9.0 9.5 Consumer Staples 8.7 9.2 Telecommunication Services 7.7 8.7 Information Technology 9.2 8.2 Industrials and Business Services 8.0 7.9 Materials 2.7 2.9 Utilities 0.9 1.2 Reserves 2.2 2.4 Total 100.0% 100.0% Technology The last six months have seen yet another cluster of companies struggling within the inhospitable technology sector. As the recession in tech persists, the winners and losers are becoming more polarized. Stocks such as Finland's Nokia have such a commanding lead over the competition that many of the second- and third-line mobile companies have withdrawn from the field. In semiconductors, Samsung Electronics of South Korea, another large holding in the fund, has shown a clean pair of heels to the chasing pack. Samsung has extended its lead in memory by continuing to invest while its competitors have struggled to conserve cash. It has also been very successful in the mobile handset business, rivaling Nokia in the margins it earns. On the other hand, the losers in many of these areas have been the Japanese electronics conglomerates that have spread themselves too thin and have been slow to adapt. It is difficult to see a strong rebound in technology spending, but it is possible to identify companies with reasonable valuations and sustainable business models that will be around for the upturn when it occurs. INVESTMENT OUTLOOK Interest rates have fallen a long way and there are some signs of companies and consumers rebuilding their balance sheets, but debt remains high, particularly for the U.S. consumer. We envision a period of subdued growth in the medium term with continuing low inflation. Some observers have expressed concern that the U.S. is on the brink of a Japan-style deflation. While this scenario is possible, we assign it a relatively low level of probability. Stock valuations in most markets are at levels last seen in the early 1990s while interest rates are much lower than 10 years ago. In this environment, if the global economy can manage a measure of muted growth, equity returns going forward should at least be reasonable. Companies with above-average growth potential, strong balance sheets, good market positions, and solid management should do well. The last two years have been difficult for growth stocks in particular, but we are optimistic that the worst is behind us for our investment approach. Respectfully submitted, John R. Ford President, T. Rowe Price International Funds, Inc. November 15, 2002 Portfolio Highlights Twenty-Five Largest Holdings Percent of Net Assets Company Country 10/31/02 - -------------------------------------------------------------------------------- GlaxoSmithKline United Kingdom 4.2% Reed Elsevier United Kingdom/ Netherlands 3.3 TotalFinaElf France 3.1 Royal Bank of Scotland United Kingdom 2.7 Shell Transport & Trading/ United Kingdom/ Royal Dutch Petroleum Netherlands 2.6 Nestle Switzerland 2.5 Vodafone United Kingdom 2.3 Aventis France 1.8 BNP Paribas France 1.7 Sanofi-Synthelabo France 1.6 Nokia Finland 1.6 Securitas Sweden 1.6 Samsung Electronics South Korea 1.4 UBS Switzerland 1.4 Canon Japan 1.4 Rio Tinto United Kingdom 1.3 ENI Italy 1.3 AstraZeneca United Kingdom 1.2 Compass United Kingdom 1.2 Philips Electronics Netherlands 1.2 Adecco Switzerland 1.2 ING Groep Netherlands 1.2 WPP Group United Kingdom 1.1 Sony Japan 1.0 Unilever United Kingdom 1.0 Total 44.9% Note: Table excludes investments in the T. Rowe Price Reserve Investment Fund. Security Classification Percent Market of Net Cost Value As of 10/31/02 Assets (000) (000) - -------------------------------------------------------------------------------- Common Stocks 97.1% $ 1,156,776 $ 1,133,261 Preferred Stocks 0.5 8,095 6,369 Short-Term Investments 3.0 35,111 35,111 Total Investments 100.6 1,199,982 1,174,741 Other Assets Less Liabilities -0.6 (6,707) (6,611) Net Assets 100.0% $ 1,193,275 $ 1,168,130 Summary of Investments and Cash October 31, 2002 Percent of Equities Cash Total MSCI EAFE - -------------------------------------------------------------------------------- Europe Austria -- -- -- 0.1% Belgium 0.6% -- 0.6% 1.0% Denmark 0.4% -- 0.4% 0.7% Finland 1.6% -- 1.6% 2.1% France 13.8% -- 13.8% 9.2% Germany 2.4% -- 2.4% 6.1% Greece 0.1% -- 0.1% 0.3% Ireland 0.1% -- 0.1% 0.8% Italy 5.4% -- 5.4% 3.7% Luxembourg 0.0% -- 0.0% -- Netherlands 6.0% -- 6.0% 5.5% Norway 0.4% -- 0.4% 0.5% Portugal 0.1% -- 0.1% 0.3% Russia 0.5% -- 0.5% -- Spain 3.4% -- 3.4% 3.2% Sweden 3.1% -- 3.1% 1.8% Switzerland 5.8% -- 5.8% 8.1% United Kingdom 28.0% -- 28.0% 27.9% Total Europe 71.7% 0.0% 71.7% 71.3% - -------------------------------------------------------------------------------- Pacific Basin Australia 1.5% -- 1.5% 4.8% Hong Kong 0.6% -- 0.6% 1.7% India 1.3% -- 1.3% -- Japan 14.5% -- 14.5% 21.1% Malaysia 0.3% -- 0.3% -- New Zealand -- -- -- 0.2% Singapore 1.1% -- 1.1% 0.9% South Korea 3.1% -- 3.1% -- Taiwan 0.7% -- 0.7% -- Thailand 0.3% -- 0.3% -- Total Pacific Basin 23.4% 0.0% 23.4% 28.7% - -------------------------------------------------------------------------------- Middle East Egypt -- -- -- -- Israel 0.1% -- 0.1% -- Turkey -- -- -- -- Total Middle East 0.1% 0.0% 0.1% 0.0% - -------------------------------------------------------------------------------- Americas Argentina -- -- -- -- Brazil 0.5% -- 0.5% -- Canada 0.6% -- 0.6% -- Chile -- -- -- -- Mexico 1.3% -- 1.3% -- Panama -- -- -- -- Peru -- -- -- -- United States -- 3.0% 3.0% -- Venezuela -- -- -- -- Total Americas 2.4% 3.0% 5.4% 0.0% - -------------------------------------------------------------------------------- Other Assets Less Liabilities -0.6% -0.6% TOTAL* 97.0% 3.0% 100.0% 100.0% - -------------------------------------------------------------------------------- *Total may not add to 100.0% due to rounding. T. Rowe Price Institutional Foreign Equity Fund 10/31/02 Performance Comparison This chart shows the value of a hypothetical $10,000 investment in the fund over the past 10 fiscal year periods or since inception (for funds lacking 10-year records). The result is compared with a broad-based average or index. The index return does not reflect expenses, which have been deducted from the fund's return. Institutional Foreign Equity Fund Foreign MSCI Lipper Equity Fund EAFE Index International 10/31/92 10000 10000 10000 10/93 13434 13788 13210 10/94 15040 15219 14673 10/95 15137 15209 14775 10/96 17328 16851 16609 10/97 18767 17680 18607 10/98 20203 19440 19575 10/99 24402 23983 24345 10/00 25000 23344 24969 10/01 17994 17583 18768 10/02 15577 15310 16566 Total Return Performance Calendar Periods Ended 1 3 Year-to- 1 3 5 10 10/31/02 Month Months Date Year Years* Years Years* Institutional Foreign Equity Fund 7.14% -5.50% -18.89% -13.43% -13.90% -3.66% 4.53% S&P 500 Stock Index 8.80 -2.39 -21.84 -15.11 -12.22 0.73 9.88 MSCI EAFE Index 5.38 -6.10 -16.53 -12.93 -13.90 -2.84 4 .35 Lipper International Funds Average 4.72 -6.82 -17.26 -12.72 -12.77 -2.87 4 .90 FT-A Euro Pacific Index 5.82 -6.33 -15.84 -11.83 -13.69 -2.55 4.24 *Average annual compound total return. This table shows how the fund would have performed each year if its actual (or cumulative) returns for the periods shown had been earned at a constant rate. Investment return and principal value represent past performance and will vary. Shares may be worth more or less at redemption than at original purchase. Returns do not reflect taxes that the shareholder may pay on fund distributions or the redemption of fund shares. Financial Highlights T. Rowe Price Institutional Foreign Equity Fund For a share outstanding throughout each period Year Ended 10/31/02 10/31/01 10/31/00 10/31/99 10/31/98 NET ASSET VALUE Beginning of period $ 12.70 $ 19.16 $ 20.08 $ 17.03 $ 16.51 Investment activities Net investment income (loss) 0.18 0.39 0.13 0.21 0.28 Net realized and unrealized gain (loss) (1.81) (5.35) 0.46 3.26 0.93 Total from investment activities (1.63) (4.96) 0.59 3.47 1.21 Distributions Net investment income (0.42) (0.11) (0.17) (0.29) (0.21) Net realized gain -- (1.39) (1.34) (0.13) (0.48) Total distributions (0.42) (1.50) (1.51) (0.42) (0.69) NET ASSET VALUE End of period $ 10.65 $ 12.70 $ 19.16 $ 20.08 $ 17.03 --------- --------- --------- --------- --------- Ratios/Supplemental Data Total return^ (13.43)% (28.02)% 2.45% 20.79% 7.65% Ratio of total expenses to average net assets 0.75% 0.74% 0.74% 0.74% 0.74% Ratio of net investment income (loss) to average net assets 1.06% 2.25% 0.57% 1.08% 1.58% Portfolio turnover rate 20.0% 21.4% 39.7% 18.2% 18.6% Net assets, end of period (in millions) $ 1,168 $ 1,903 $ 3,138 $ 3,361 $ 3,204 ^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. The accompanying notes are an integral part of these financial statements. Portfolio of Investments T. Rowe Price Institutional Foreign Equity Fund October 31, 2002 Shares Value In thousands AUSTRALIA 1.5% Common Stocks 1.0% BHP Billiton (misc. symbol) 1,174,000 $ 6,313 Brambles Industries 738,219 2,807 National Australia Bank 113,200 2,159 11,279 Preferred Stocks 0.5% News Corporation 1,289,596 6,369 6,369 Total Australia (Cost $20,329) 17,648 BELGIUM 0.6% Common Stocks 0.6% Dexia 350,210 3,368 Fortis 138,978 2,538 UCB 47,379 1,154 Total Belgium (Cost $5,973) 7,060 BRAZIL 0.5% Common Stocks 0.5% Grupo Pao de Acucar ADR (USD) 103,100 1,600 Petroleo Brasileiro (Petrobras) ADR (USD) 312,060 3,764 Total Brazil (Cost $7,519) 5,364 CANADA 0.6% Common Stocks 0.6% Alcan Aluminum 55,550 1,562 Celestica (USD) * 180,300 2,488 Royal Bank of Canada (misc. symbol) 69,190 2,413 Total Canada (Cost $7,519) 6,463 DENMARK 0.4% Common Stocks 0.4% Novo Nordisk 160,600 4,418 TDC A/S 20,138 433 Total Denmark (Cost $5,816) 4,851 FINLAND 1.6% Common Stocks 1.6% Nokia (misc. symbol) 1,130,266 19,157 Total Finland (Cost $2,451) 19,157 FRANCE 13.8% Common Stocks 13.8% Aventis (misc. symbol) 345,150 20,620 AXA (misc. symbol) 455,544 6,785 BNP Paribas 512,236 20,381 Cap Gemini (misc. symbol) 18,809 462 Carrefour 38,130 1,767 Compagnie de Saint-Gobain 186,204 4,036 Groupe Danone 13,690 1,772 Hermes (misc. symbol) 28,773 4,294 L'Oreal 13,768 1,023 Lafarge 13,868 1,103 LVMH (misc. symbol) 87,098 3,902 Orange *(misc. symbol) 344,420 1,930 Pinault Printemps Redoute 24,975 1,994 Sanofi-Synthelabo 315,720 19,268 Schneider Electric * 165,142 7,638 Societe Generale 63,814 3,226 Societe Television Francaise 1 326,758 8,396 Sodexho Alliance 338,479 8,296 STMicroelectronics (misc. symbol) 202,374 4,010 Thomson *(misc. symbol) 174,355 3,207 TotalFinaElf, Series B 262,454 36,080 Vivendi Universal 114,897 1,408 Total France (Cost $134,416) 161,598 GERMANY 2.4% Common Stocks 2.4% Allianz Holdings 42,399 4,445 Bayer 70,274 1,331 Bayerische Hypo-und Vereinsbank 54,318 719 Deutsche Bank 125,065 5,451 Deutsche Telekom 64,509 735 E.On 89,409 4,003 Gehe (misc. symbol) 120,983 4,621 Rhoen-Klinikum 47,284 1,776 SAP 34,730 2,670 Siemens 37,631 1,777 Total Germany (Cost $33,976) 27,528 GREECE 0.1% Common Stocks 0.1% Hellenic Telecommunications Organization 124,260 1,383 Total Greece (Cost $1,718) 1,383 HONG KONG 0.6% Common Stocks 0.6% Cheung Kong Holdings 672,670 4,463 Hutchison Whampoa 444,300 2,735 Total Hong Kong (Cost $6,447) 7,198 INDIA 1.3% Common Stocks 1.3% Hindustan Lever 2,173,550 7,219 ICICI Bank (Ordinary shares) 838,000 2,340 ICICI Bank ADR (USD) 325,712 2,003 Reliance Industries 686,000 3,775 Total India (Cost $23,245) 15,337 IRELAND 0.1% Common Stocks 0.1% SmartForce ADR (USD) * 123,598 496 Total Ireland (Cost $2,039) 496 ISRAEL 0.1% Common Stocks 0.1% Check Point Software Technologies (USD) * 77,916 1,074 Total Israel (Cost $1,513) 1,074 ITALY 5.4% Common Stocks 5.4% Alleanza Assicurazioni (misc. symbol) 806,230 5,785 Assicurazioni Generali 108,963 1,938 Capitalia (misc. symbol) 223,497 258 ENI 1,092,031 15,131 Fineco *(misc. symbol) 647,820 297 IntesaBCI 2,056,716 3,486 Mediaset 107,307 748 Mediolanum (misc. symbol) 368,085 2,033 Olivetti *(misc. symbol) 1,598,567 1,657 San Paolo IMI 86,666 540 Telecom Italia (Ordinary shares) (misc. symbol) 734,944 5,825 Telecom Italia (Savings shares) (misc. symbol) 749,800 3,950 Telecom Italia Mobile (misc. symbol) 2,303,706 10,678 UniCredito Italiano (misc. symbol) 2,896,799 10,879 Total Italy (Cost $60,181) 63,205 JAPAN 14.5% Common Stocks 14.5% Canon 434,000 15,979 Credit Saison (misc. symbol) 220,500 4,346 Daiichi Pharmaceutical 150,600 2,196 Fanuc (misc. symbol) 51,300 2,027 Fuji Television Network 699 3,274 Fujisawa Pharmaceutical (misc. symbol) 377,000 7,309 Hitachi Chemical (misc. symbol) 269,000 1,963 Honda Motor 182,100 6,512 Ito-Yokado 137,000 4,263 KDDI (misc. symbol) 1,512 4,434 Keyence 16,500 2,726 Kyocera 61,500 3,617 Marui 404,000 3,745 Mitsubishi Estate 723,000 5,394 Mitsui Fudosan (misc. symbol) 1,173,000 8,972 Murata Manufacturing 77,700 3,664 Nomura Securities 480,000 5,513 NTT DoCoMo 5,305 9,766 Rohm 20,400 2,564 Secom 218,500 7,707 Seven-Eleven Japan 292,000 8,230 Shin-Etsu Chemical 94,500 2,910 Shiseido (misc. symbol) 420,000 4,660 SMC 38,800 3,066 Sony (misc. symbol) 285,080 12,238 Sumitomo 662,000 2,863 Suzuki Motor 221,000 2,360 Takeda Chemical Industries 120,000 4,975 Takefuji (misc. symbol) 51,100 2,139 Toppan Printing 268,000 1,989 Toshiba * 677,000 1,693 Toyota Motor (misc. symbol) 392,000 9,515 Yamanouchi Pharmaceutical 268,000 6,549 Total Japan (Cost $190,636) 169,158 LUXEMBOURG 0.0% Common Stocks 0.0% SES Global 65,520 330 Total Luxembourg (Cost $1,047) 330 MALAYSIA 0.3% Common Stocks 0.3% Malayan Banking Berhad 1,065,400 2,313 Sime Darby 1,227,000 1,602 Total Malaysia (Cost $4,192) 3,915 MEXICO 1.3% Common Stocks 1.3% America Movil ADR, Series L (USD) 295,500 3,972 Femsa UBD Units (Represents 1 Series B and 4 Series D shares) 1,364,190 4,945 Grupo Financiero BBVA Bancomer, Series B *(misc. symbol) 4,513,400 3,557 Telmex ADR, Series L (USD) 43,916 1,339 Wal-Mart de Mexico 455,500 1,137 Total Mexico (Cost $13,656) 14,950 NETHERLANDS 6.0% Common Stocks 6.0% Akzo Nobel 23,031 687 ASML Holding *(misc. symbol) 473,380 4,140 Equant *(misc. symbol) 37,950 184 Fortis 283,984 5,181 ING Groep 815,170 13,607 Philips Electronics 781,009 13,971 Reed Elsevier 448,810 5,585 Royal Ahold 158,000 1,983 Royal Dutch Petroleum 153,538 6,628 Royal KPN * 1,019,900 6,451 VNU 262,898 7,044 Wolters Kluwer 272,720 4,773 Total Netherlands (Cost $77,734) 70,234 NORWAY 0.4% Common Stocks 0.4% Orkla, Series A (misc. symbol) 238,395 3,773 Statoil 101,270 733 Total Norway (Cost $3,254) 4,506 PORTUGAL 0.1% Common Stocks 0.1% Jeronimo Martins * 172,681 1,033 Total Portugal (Cost $1,396) 1,033 RUSSIA 0.5% Common Stocks 0.5% YUKOS ADR (USD) 45,250 6,267 Total Russia (Cost $4,422) 6,267 SINGAPORE 1.1% Common Stocks 1.1% Flextronics (USD) * 300,511 2,512 United Overseas Bank 1,420,560 10,774 Total Singapore (Cost $16,425) 13,286 SOUTH KOREA 3.1% Common Stocks 3.1% Kookmin Bank ADR (USD) 62,100 2,009 KT Corporation ADR (USD) 243,285 4,997 POSCO ADR (USD) 155,342 3,593 Samsung Electronics 58,183 16,407 Shinhan Financial 332,400 3,491 South Korea Telecom 32,400 5,958 Total South Korea (Cost $25,978) 36,455 SPAIN 3.4% Common Stocks 3.4% Banco Bilbao Vizcaya Argentaria 928,533 8,828 Banco Santander Central Hispano (misc. symbol) 1,003,673 6,140 Endesa 334,379 3,447 Gas Natural 266,870 4,470 Inditex 230,000 5,160 Repsol 193,867 2,188 Telefonica * 731,062 6,922 Telefonica ADR (USD) 90,357 2,552 Total Spain (Cost $41,387) 39,707 SWEDEN 3.1% Common Stocks 3.1% Electrolux, Series B (misc. symbol) 233,305 3,531 Hennes & Mauritz, Series B (misc. symbol) 392,360 7,603 LM Ericsson, Series B *(misc. symbol) 2,009,623 1,619 Nordea (misc. symbol) 662,445 2,704 Sandvik 47,170 1,119 Securitas, Series B (misc. symbol) 1,367,135 18,977 Total Sweden (Cost $34,397) 35,553 SWITZERLAND 5.8% Common Stocks 5.8% Adecco 356,320 13,965 Credit Suisse Group * 80,720 1,538 Nestle 138,204 29,557 Roche (Participation certificates) 93,800 6,623 UBS * 339,032 16,117 Total Switzerland (Cost $46,124) 67,800 TAIWAN 0.7% Common Stocks 0.7% Taiwan Semiconductor Manufacturing 6,151,101 8,243 Total Taiwan (Cost $12,109) 8,243 THAILAND 0.3% Common Stocks 0.3% Bangkok Bank (Local shares) * 2,823,000 3,356 Total Thailand (Cost $3,552) 3,356 UNITED KINGDOM 28.0% Common Stocks 28.0% Abbey National 259,068 2,673 AstraZeneca 383,460 14,298 Autonomy * 168,944 380 BG Group 625,047 2,492 BP 1,515,304 9,713 Brambles Industries 2,415,060 7,929 Cable & Wireless 665,920 1,541 Cadbury Schweppes 876,790 5,702 Celltech * 412,881 2,259 Centrica 881,910 2,509 Compass 3,209,450 14,212 David S. Smith 413,685 1,028 Diageo 836,346 9,421 Electrocomponents 884,070 3,752 Friends Provident 458,630 936 GKN 94,050 326 GlaxoSmithKline (misc. symbol) 2,558,121 48,791 Granada 1,461,778 1,680 Hays 2,299,177 3,226 Hilton 456,940 1,243 HSBC (HKD) (misc. symbol) 543,200 5,937 Kingfisher 2,458,376 8,590 Reckitt Benckiser 120,000 2,176 Reed Elsevier 3,678,135 32,460 Rio Tinto 862,716 15,578 Royal Bank of Scotland 1,341,665 31,546 Shell Transport & Trading 3,663,114 23,523 Standard Chartered 271,600 3,159 Tesco 3,676,264 11,394 Tomkins 1,745,166 5,402 Unilever 1,154,526 11,398 United Business Media 258,689 1,035 Vodafone 16,864,717 27,090 Woolworths 977,477 546 WPP Group 1,848,800 12,530 Total United Kingdom (Cost $375,420) 326,475 Short-Term Investments 3.0% Money Market Funds 3.0% T. Rowe Price Reserve Investment Fund, 1.85% # 35,110,995 35,111 Total Short-Term Investments (Cost $35,111) 35,111 Total Investments in Securities 100.6% of Net Assets (Cost $1,199,982) $1,174,741 Other Assets Less Liabilities (6,611) NET ASSETS $1,168,130 ---------- # Seven-day yield * Non-income producing (misc. symbol) All or a portion of this security is on loan at October 31, 2002 - See Note 2 ADR American Depository Receipts HKD Hong Kong dollar USD United States dollar Statement of Assets and Liabilities T. Rowe Price Institutional Foreign Equity Fund October 31, 2002 In thousands Assets Investments in securities, at value (cost $1,199,982) $1,174,741 Securities lending collateral 132,608 Other assets 9,999 Total assets 1,317,348 Liabilities Obligation to return securities lending collateral 132,608 Other liabilities 16,610 Total liabilities 149,218 NET ASSETS $1,168,130 ---------- Net Assets Consist of: Undistributed net investment income (loss) $ 15,651 Undistributed net realized gain (loss) (418,598) Net unrealized gain (loss) (25,146) Paid-in-capital applicable to 109,721,357 shares of $0.01 par value capital stock outstanding; 1,000,000,000 shares authorized 1,596,223 NET ASSETS $1,168,130 ---------- NET ASSET VALUE PER SHARE $ 10.65 ---------- The accompanying notes are an integral part of these financial statements. Statement of Operations T. Rowe Price Institutional Foreign Equity Fund In thousands Year Ended 10/31/02 Investment Income (Loss) Income Dividend (net of foreign taxes of $3,847) $ 26,612 Securities lending 1,427 Interest (net of foreign taxes of $19) 612 Total income 28,651 Expenses Investment management 11,091 Custody and accounting 655 Legal and audit 30 Registration 23 Shareholder servicing 15 Directors 15 Prospectus and shareholder reports 11 Proxy and annual meeting 6 Miscellaneous 31 Total expenses 11,877 Net investment income (loss) 16,774 Realized and Unrealized Gain (Loss) Net realized gain (loss) Securities (213,761) Foreign currency transactions 2,225 Net realized gain (loss) (211,536) Change in net unrealized gain (loss) Securities 27,961 Other assets and liabilities denominated in foreign currencies 417 Change in net unrealized gain (loss) 28,378 Net realized and unrealized gain (loss) (183,158) INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS $ (166,384) ---------- The accompanying notes are an integral part of these financial statements. Statement of Changes in Net Assets T. Rowe Price Institutional Foreign Equity Fund In thousands Year Ended 10/31/02 10/31/01 Increase (Decrease) in Net Assets Operations Net investment income (loss) $ 16,774 $ 58,702 Net realized gain (loss) (211,536) (205,527) Change in net unrealized gain (loss) 28,378 (706,219) Increase (decrease) in net assets from operations (166,384) (853,044) Distributions to shareholders Net investment income (58,733) (18,177) Net realized gain -- (229,687) Decrease in net assets from distributions (58,733) (247,864) Capital share transactions * Shares sold 208,478 470,105 Distributions reinvested 43,452 195,976 Shares redeemed (762,108) (799,534) Increase (decrease) in net assets from capital share transactions (510,178) (133,453) Net Assets Increase (decrease) during period (735,295) (1,234,361) Beginning of period 1,903,425 3,137,786 End of period $ 1,168,130 $ 1,903,425 --------------- --------------- *Share information Shares sold 17,245 29,947 Distributions reinvested 3,342 11,218 Shares redeemed (60,713) (55,065) Increase (decrease) in shares outstanding (40,126) (13,900) The accompanying notes are an integral part of these financial statements. Notes to Financial Statements T. Rowe Price Institutional Foreign Equity Fund October 31, 2002 Note 1 - Significant Accounting Policies T. Rowe Price Institutional International Funds, Inc. (the corporation) is registered under the Investment Company Act of 1940 (the 1940 Act). The Institutional Foreign Equity Fund (the fund), a diversified, open-end management investment company, is one of the portfolios established by the corporation and commenced operations on September 7, 1989. The fund seeks long-term growth of capital through investments primarily in the common stocks of established, non-U.S. companies. 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 - Equity securities listed or regularly traded on a securities exchange or in the over-the-counter market are valued at the last quoted sale price, or official closing price for certain markets, at the time the valuations are made. A security that is listed or traded on more than one exchange is valued at the quotation on the exchange determined to be the primary market for such security. Listed securities not traded on a particular day are valued at the mean of the latest bid and ask prices for domestic securities and the last quoted sale price for international securities. Other equity securities are valued at a price within the limits of the latest bid and ask prices deemed by the Board of Directors, or by persons delegated by the Board, best to reflect fair value. Investments in mutual funds are valued at the closing net asset value per share of the mutual fund on the day of valuation. Assets and liabilities 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. Currency Translation - Assets 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 ask prices of such currencies against U.S. dollars 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 dates of such transactions. The effect of changes in foreign exchange rates on realized and unrealized security gains and losses is reflected as a component of such gains and losses. 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 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. Emerging Markets - At October 31, 2002, approximately 10% of the fund's net assets were invested in securities of companies located in emerging markets. Future economic or political developments could adversely affect the liquidity or value, or both, of such securities. Securities Lending - The fund lends its securities to approved brokers to earn additional income. It receives as collateral cash and 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 by the fund's lending agent. 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. At October 31, 2002, the value of loaned securities was $128,286,000; aggregate collateral consisted of $132,608,000 in the securities lending collateral pool and government securities valued at $2,057,000. Other Purchases and sales of portfolio securities, other than short-term securities, aggregated $309,676,000 and $826,324,000, respectively, for the year ended October 31, 2002. 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 significantly in amount or character from net investment income and realized gains for financial reporting purposes. Financial reporting records are adjusted for permanent book/tax differences to reflect tax character. Temporary differences are not adjusted. Distributions during the year ended October 31, 2002 totaled $58,733,000 and were characterized as ordinary income for tax purposes. At October 31, 2002, the tax-basis components of net assets were as follows: Unrealized appreciation $222,576,000 Unrealized depreciation (247,742,000) Net unrealized appreciation (depreciation) (25,166,000) Undistributed ordinary income 17,553,000 Capital loss carryforwards (420,480,000) Paid-in capital 1,596,223,000 Net assets $1,168,130,000 The fund intends to retain realized gains to the extent of available capital loss carryforwards for federal income tax purposes. As of October 31, 2002, the fund had $206,390,000 of capital loss carryforwards that expire in 2009, and $214,090,000 that expire in 2010. At October 31, 2002, the cost of investments for federal income tax purposes was $1,200,003,000. 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 equal to 0.70% of the fund's average daily net assets. The fee is computed daily and paid monthly. At October 31, 2002, investment management fee payable totaled $684,000. 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 $124,000 for the year ended October 31, 2002, of which $9,000 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 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 year ended October 31, 2002, totaled $255,000 and are reflected as interest income in the accompanying Statement of Operations. Note 6 - Interfund Borrowing Pursuant to the fund's prospectus, the fund may borrow up to 331/3% of its total assets. The fund is party to an interfund borrowing agreement between the fund and other T. Rowe Price-sponsored mutual funds, which permits it to borrow or lend cash at rates beneficial to both the borrowing and lending funds. Loans totaling 10% or more of a borrowing fund's total assets are collateralized at 102% of the value of the loan; loans of less than 10% are unsecured. During the year ended October 31, 2002, the fund borrowed amounts ranging from $6,800,000 to $21,600,000, on 21 days, at a weighted average annual rate of 2.12%. There were no borrowings outstanding at October 31, 2002. Report of Independent Accountants To the Board of Directors of T. Rowe Price Institutional International Funds, Inc. and Shareholders of T. Rowe Price Institutional Foreign Equity Fund In our opinion, the accompanying statement of assets and liabilities, including the portfolio of investments, and the related statements of operations and of changes in net assets and the financial highlights present fairly, in all material respects, the financial position of T. Rowe Price Institutional Foreign Equity Fund (one of the portfolios comprising T. Rowe Price Institutional International Funds, Inc., hereafter referred to as the "Fund") at October 31, 2002, and the results of its operations, the changes in its net assets and the financial highlights for each of the fiscal periods presented, in conformity with accounting principles generally accepted in the United States of America. These financial statements and financial highlights (hereafter referred to as "financial statements") are the responsibility of the Fund's management; our responsibility is to express an opinion on these financial statements based on our audits. We conducted our audits of these financial statements in accordance with auditing standards generally accepted in the United States of America which require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits, which included confirmation of securities at October 31, 2002 by correspondence with the custodian, provide a reasonable basis for our opinion. PricewaterhouseCoopers LLP Baltimore, Maryland November 19, 2002 Tax Information (Unaudited) for the Tax Year Ended 10/31/02 We are providing this information as required by the Internal Revenue Service. The amounts shown may differ from those reported in a fund's financial statements because of differences between IRS and financial statement reporting requirements. The fund will pass through foreign source income of $21,081,000 and foreign taxes paid of $2,681,000. T. Rowe Price Institutional Foreign Equity Fund About the Fund's Directors and Officers Your fund is governed by a Board of Directors that meets regularly to review investments, performance, expenses, and other business matters, and is responsible for protecting the interests of shareholders. The majority of the fund's directors are independent of T. Rowe Price Associates, Inc. (T. Rowe Price); "inside" directors are officers of T. Rowe Price. The Board of Directors elects the fund's officers, who are listed in the final table. The business address of each director and officer is 100 East Pratt Street, Baltimore, MD 21202. Independent Directors Name (Date of Birth) Year Elected* Principal Occupation(s) During Past 5 Years and Directorships of Other Public Companies Calvin W. Burnett, Ph.D. (3/16/32) 2001 President, Coppin State College; Director, Provident Bank of Maryland Anthony W. Deering (1/28/45) 1991 Director, Chairman of the Board, President, and Chief Executive Officer, The Rouse Company, real estate developers Donald W. Dick, Jr. (1/27/43) 1989 Principal, EuroCapital Advisors, LLC, an acquisition and management advisory firm David K. Fagin (4/9/38) 2001 Director, Dayton Mining Corp. (6/98 to present), Golden Star Resources Ltd., and Canyon Resources Corp. (5/00 to present); Chairman and President, Nye Corp. F. Pierce Linaweaver (8/22/34) 2001 President, F. Pierce Linaweaver & Associates, Inc., consulting environmental and civil engineers Hanne M. Merriman (11/16/41) 2001 Retail Business Consultant; Director, Ann Taylor Stores Corp., Ameren Corp., Finlay Enterprises, Inc., The Rouse Company, and US Airways Group, Inc. John G. Schreiber (10/21/46) 2001 Owner/President, Centaur Capital Partners, Inc., a real estate investment company; Senior Advisor and Partner, Blackstone Real Estate Advisors, L.P.; Director, AMLI Residential Properties Trust, Host Marriott Corp., and The Rouse Company Hubert D. Vos (8/2/33) 2001 Owner/President, Stonington Capital Corp., a private investment company Paul M. Wythes (6/23/33) 1996 Founding Partner, Sutter Hill Ventures, a venture capital limited partnership, providing equity capital to young high-technology companies throughout the United States; Director, Teltone Corp. *Each independent director oversees 105 T. Rowe Price portfolios and serves until the election of a successor. Inside Directors Name (Date of Birth) Year Elected* [Number of T. Rowe Price Portfolios Overseen] Principal Occupation(s) During Past 5 Years and Directorships of Other Public Companies James S. Riepe (6/25/43) 2002 [105] Director and Vice President, T. Rowe Price; Vice Chairman of the Board, Director, and Vice President, T. Rowe Price Group, Inc.; Chairman of the Board and Director, T. Rowe Price Global Asset Management Limited, T. Rowe Price Investment Services, Inc., T. Rowe Price Retirement Plan Services, Inc., and T. Rowe Price Services, Inc.; Chairman of the Board, Director, President, and Trust Officer, T. Rowe Price Trust Company; Director, T. Rowe Price International, Inc., and T. Rowe Price Global Investment Services Limited; Chairman of the Board, Institutional International Funds M. David Testa (4/22/44) 1989 [105] Chief Investment Officer, Director, and Vice President, T. Rowe Price; Vice Chairman of the Board, Chief Investment Officer, Director, and Vice President, T. Rowe Price Group, Inc.; Director, T. Rowe Price Global Asset Management Limited, T. Rowe Price Global Investment Services Limited, and T. Rowe Price International, Inc.; Director and Vice President, T. Rowe Price Trust Company; Vice President, Institutional International Funds Martin G. Wade (2/16/43) 1989 [16] Director and Vice President, T. Rowe Price Group, Inc.; Chairman of the Board and Director, T. Rowe Price Global Investment Services Limited and T. Rowe Price International, Inc.; Director, T. Rowe Price Global Asset Management Limited; Vice President, T. Rowe Price *Each inside director serves until the election of a successor. T. Rowe Price Institutional Foreign Equity Fund Officers Name (Date of Birth) Title and Fund(s) Served Principal Occupation(s) Mark C.J. Bickford-Smith (4/30/62) Vice President, Institutional International Funds Vice President, T. Rowe Price Group, Inc., and T. Rowe Price International, Inc. Joseph A. Carrier (12/30/60) Treasurer, Institutional International Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Investment Services, Inc. John R. Ford (11/25/57) President, Institutional International Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Director, Chief Investment Officer, and Vice President, T. Rowe Price International, Inc. Henry H. Hopkins (12/23/42) Vice President, Institutional International Funds Director and Vice President, T. Rowe Price Group, Inc., T. Rowe Price Investment Services, Inc., T. Rowe Price Services, Inc., and T. Rowe Price Trust Company; Vice President, T. Rowe Price, T. Rowe Price International, Inc., and T. Rowe Price Retirement Plan Services, Inc. Patricia B. Lippert (1/12/53) Secretary, Institutional International Funds Assistant Vice President, T. Rowe Price and T. Rowe Price Investment Services, Inc. David S. Middleton (1/18/56) Controller, Institutional International Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company George A. Murnaghan (5/1/56) Vice President, Institutional International Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., T. Rowe Price International, Inc., T. Rowe Price Investment Services, Inc., and T. Rowe Price Trust Company R. Todd Ruppert (5/7/56) Vice President, Institutional International Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Director, Chief Investment Officer, and President, T. Rowe Price Global Asset Management Limited and T. Rowe Price Global Investment Services Limited; Vice President, T. Rowe Price Retirement Plan Services, Inc. and T.Rowe Price Trust Company James B.M. Seddon (6/17/64) Vice President, Institutional International Funds Vice President, T. Rowe Price Group, Inc., and T. Rowe Price International, Inc. David J.L. Warren (4/14/57) Vice President, Institutional International Funds Vice President, T. Rowe Price and T. Rowe Price Group, Inc.; Director, Chief Executive Officer, and President, T. Rowe Price International, Inc.; Director, T. Rowe Price Global Asset Management Limited William F. Wendler II (3/14/62) Vice President, Institutional International Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T.Rowe Price International, Inc. Edward A. Wiese, CFA (4/12/59) Vice President, Institutional International Funds Vice President, T. Rowe Price, T. Rowe Price Group, Inc., and T. Rowe Price Trust Company; Director, Chief Investment Officer, and Vice President, T. Rowe Price Savings Bank Unless otherwise noted, officers have been employees of T. Rowe Price or T. Rowe Price International for at least five years. F34-050 10/31/02 -----END PRIVACY-ENHANCED MESSAGE-----