-----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, FfzgIw3jMUG0PmFRp9KZwzOqPBFmjGn4Vyuk6P4h3u7A9F+IaFDCvRTqgi65dYT7 Eeql07wdNUcN2059Lnc7rQ== 0000852254-04-000005.txt : 20040624 0000852254-04-000005.hdr.sgml : 20040624 20040624160107 ACCESSION NUMBER: 0000852254-04-000005 CONFORMED SUBMISSION TYPE: N-CSRS PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040430 FILED AS OF DATE: 20040624 EFFECTIVENESS DATE: 20040624 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-CSRS SEC ACT: 1940 Act SEC FILE NUMBER: 811-05833 FILM NUMBER: 04879641 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-CSRS 1 fef.txt T. ROWE PRICE INSTITUTIONAL FOREIGN EQUITY FUND Item 1. Report to Shareholders T. Rowe Price Institutional Foreign Equity 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. Financial Highlights T. Rowe Price Institutional Foreign Equity Fund Certified Semiannual Report (Unaudited) 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 $ 12.82 $ 10.65 $ 12.70 $ 19.16 $ 20.08 $ 17.03 Investment activities Net investment income (loss) 0.10 0.23 0.18 0.39 0.13 0.21 Net realized and unrealized gain (loss) 1.08 2.11 (1.81) (5.35) 0.46 3.26 Total from investment activities 1.18 2.34 (1.63) (4.96) 0.59 3.47 Distributions Net investment income (0.25) (0.15) (0.42) (0.11) (0.17) (0.29) Net realized gain (0.02) (0.02) -- (1.39) (1.34) (0.13) Total distributions (0.27) (0.17) (0.42) (1.50) (1.51) (0.42) NET ASSET VALUE End of period $ 13.73 $ 12.82 $ 10.65 $ 12.70 $ 19.16 $ 20.08 ----------------------------------------------------------------- Ratios/ Supplemental Data Total return^ 9.30% 22.33% (13.43)% (28.02)% 2.45% 20.79% Ratio of total expenses to average net assets 0.76%! 0.76% 0.75% 0.74% 0.74% 0.74% Ratio of net investment income (loss) to average net assets 1.10%! 1.64% 1.06% 2.25% 0.57% 1.08% Portfolio turnover rate 31.5%! 27.8% 20.0% 21.4% 39.7% 18.2% Net assets, end of period (in millions) $ 977 $ 1,061 $ 1,168 $ 1,903 $ 3,138 $ 3,361 ^ 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. Portfolio of Investments ss. !! T. Rowe Price Institutional Foreign Equity Fund Certified Semiannual Report April 30, 2004 (Unaudited) Shares Value - -------------------------------------------------------------------------------- (Cost and value in $ 000s) AUSTRALIA 1.7% Common Stocks 0.9% BHP Billiton 744,091 6,115 Coles Myer 362,000 2,182 8,297 Preferred Stocks 0.8% News Corporation 933,979 7,934 7,934 Total Australia (Cost $11,891) 16,231 BELGIUM 0.5% Common Stocks 0.5% Dexia 158,410 2,593 Fortis 46,584 1,007 UCB 34,655 1,381 Total Belgium (Cost $2,308) 4,981 BRAZIL 0.9% Common Stocks 0.9% Companhia de Bebidas ADR (USD) 95,700 1,795 Grupo Pao de Acucar ADR (USD) * 44,800 798 Petroleo Brasileiro (Petrobras) ADR (USD) 105,560 2,634 Tele Norte Leste Participacoes ADR (USD) 309,800 3,668 Total Brazil (Cost $8,497) 8,895 CANADA 0.2% Common Stocks 0.2% Research In Motion (USD) * 27,300 2,369 Total Canada (Cost $2,131) 2,369 DENMARK 0.7% Common Stocks 0.7% Novo Nordisk, Series B 142,051 6,733 Total Denmark (Cost $4,305) 6,733 FINLAND 1.0% Common Stocks 1.0% Nokia 707,801 9,909 Total Finland (Cost $1,359) 9,909 FRANCE 13.9% Common Stocks 13.9% Aventis * 112,061 8,503 AXA 284,544 5,937 BNP Paribas 256,636 15,306 Compagnie de Saint-Gobain 121,104 6,071 Credit Agricole 313,724 7,691 France Telecom * 320,800 7,681 Groupe Danone 8,490 1,418 Hermes 36,927 7,327 L'Oreal 49,899 3,740 Lafarge 12,444 1,030 LVMH 98,853 6,926 Sanofi-Synthelabo 171,208 10,829 Schneider Electric 109,062 7,313 Societe Generale * 30,029 2,488 Societe Television Francaise 1,249,609 7,665 Sodexho Alliance 170,779 4,681 Thomson 125,455 2,403 Total, Series B 144,602 26,582 Vivendi Universal * 75,797 1,890 Total France (Cost $78,911) 135,481 GERMANY 2.5% Common Stocks 2.5% Allianz * 26,029 2,744 Bayer * 49,264 1,336 Bayerische Hypo und Vereinsbank * 118,197 2,040 Celesio 26,996 1,504 Deutsche Bank 50,113 4,106 E.On 35,820 2,365 Hypo Real Estate (Spin off shares) * 75,704 2,059 Rhoen-Klinikum 37,420 1,851 SAP 28,320 4,265 Siemens 24,396 1,750 Total Germany (Cost $18,985) 24,020 HONG KONG 0.8% Common Stocks 0.8% Cheung Kong Holdings 460,000 3,510 Li & Fung 54,000 84 Sun Hung Kai Properties 480,000 4,085 Total Hong Kong (Cost $6,468) 7,679 INDIA 1.0% Common Stocks 1.0% Infosys Technologies 24,900 2,879 Oil & Natural Gas * 71,000 1,341 Oil & Natural Gas (Regulation S shares) * 45,400 857 Zee Telefilms 1,566,800 4,457 Total India (Cost $8,599) 9,534 ISRAEL 0.2% Common Stocks 0.2% Check Point Software Technologies (USD) * 78,016 1,828 Total Israel (Cost $1,433) 1,828 ITALY 4.7% Common Stocks 4.7% Alleanza Assicurazioni 498,550 5,490 Banca Intesa 587,490 1,934 Banco Popolare di Verona e Novara 128,500 2,132 ENI 613,331 12,421 Mediaset 190,173 2,075 Mediolanum 256,135 1,651 Telecom Italia * 231,936 740 Telecom Italia Mobile * 1,092,796 6,208 Telecom Italia-RNC * 1,778,164 4,128 UniCredito Italiano 2,001,183 9,300 Total Italy (Cost $25,047) 46,079 JAPAN 21.3% Common Stocks 21.3% Canon 241,000 12,553 Credit Saison 71,500 2,071 Dai Nippon Printing 292,000 4,403 Daito Trust Construction 90,200 3,041 Daiwa Securities 704,000 5,239 Denso 136,700 2,862 Fanuc 103,600 6,298 Fujisawa Pharmaceutical 150,000 3,468 Funai Electric 34,900 5,160 Honda 79,100 3,153 Hoya 43,200 4,647 KDDI 1,113 6,639 Keyence 15,500 3,700 Kirin Brewery 271,000 2,681 Kyocera 52,300 4,277 Marui 228,600 3,562 Mitsubishi 810,000 7,685 Mitsubishi Estate 301,000 3,529 Mitsui Fudosan 853,000 9,324 Mitsui Trust Holdings 496,000 3,482 NEC 778,000 6,048 Nissan Motor 582,000 6,439 Nomura Holdings 744,000 11,969 NTT DoCoMo 1,476 2,906 Oji Paper 400,000 2,485 Orix 22,900 2,406 Rohm 42,900 5,309 Secom 237,500 10,101 Seven-Eleven Japan 229,000 7,725 Shin-Etsu Chemical 164,200 6,577 SMC 23,700 2,690 Sumitomo Metal Industries 2,664,000 3,199 Sumitomo Mitsui Financial 1,148 8,616 Suzuki Motor 230,000 3,614 Teijin 690,000 2,067 Toyota Motor 155,200 5,587 UFJ Holdings 1,035 6,339 Uniden 149,000 2,610 Vodafone Holdings K.K. 2,327 5,457 Yamanouchi Pharmaceutical 163,500 5,425 Yamato Transport 173,000 2,616 Total Japan (Cost $172,301) 207,959 KAZAKHSTAN 0.3% Common Stocks 0.3% PetroKazakhstan (USD) 95,600 2,563 Total Kazakhstan (Cost $2,630) 2,563 MALAYSIA 0.2% Common Stocks 0.2% Astro All Asia * 915,000 1,252 Astro All Asia (Regulation S shares) * 810,000 1,109 Total Malaysia (Cost $1,960) 2,361 MEXICO 1.4% Common Stocks 1.4% America Movil ADR (USD) 122,900 4,154 Femsa UBD Units 385,190 1,673 Grupo Modelo, Series C 146,000 365 Grupo Televisa ADR (USD) 69,900 3,047 Wal-Mart de Mexico 1,715,573 4,996 Total Mexico (Cost $10,168) 14,235 NETHERLANDS 4.7% Common Stocks 4.7% Akzo Nobel 13,241 480 ASML * 292,130 4,582 Fortis (Unified shares) 85,507 1,862 ING Groep GDS 424,420 9,013 Koninklijke Numico * 187,436 5,171 Philips Electronics GDS 305,493 8,239 Reed Elsevier 108,330 1,516 Royal Dutch Petroleum 59,329 2,872 Royal KPN 573,600 4,119 Royal KPN 144A 219,800 1,579 STMicroelectronics * 130,456 2,841 VNU 49,753 1,384 Wolters Kluwer GDS 153,520 2,583 Total Netherlands (Cost $31,757) 46,241 NORWAY 0.2% Common Stocks 0.2% Orkla, Series A 87,395 2,112 Total Norway (Cost $770) 2,112 RUSSIA 0.9% Common Stocks 0.9% Lukoil ADR (USD) 7,900 853 Lukoil ADR 144A (USD) 28,990 3,131 Norilsk Nickel ADR (USD) 30,100 1,795 YUKOS ADR (USD) 73,690 3,297 Total Russia (Cost $7,334) 9,076 SINGAPORE 1.0% Common Stocks 1.0% MobileOne Limited 2,449,000 2,116 United Overseas Bank 909,060 7,287 Total Singapore (Cost $7,522) 9,403 SOUTH KOREA 2.4% Common Stocks 2.4% Kookmin Bank * 107,940 3,999 POSCO ADR (USD) 73,342 2,255 Samsung Electronics 26,893 12,666 South Korea Telecom 24,940 4,235 Total South Korea (Cost $11,379) 23,155 SPAIN 4.1% Common Stocks 4.1% Banco Bilbao Vizcaya Argentaria 724,163 9,489 Banco Santander Central Hispano 623,663 6,649 Endesa 206,107 3,762 Gas Natural 168,250 4,111 Inditex 196,800 4,260 Repsol 106,895 2,240 Telefonica 473,040 6,987 Telefonica ADR (USD) * 61,307 2,705 Total Spain (Cost $28,348) 40,203 SWEDEN 3.0% Common Stocks 3.0% Electrolux, Series B 137,105 2,704 Electrolux * 137,105 44 Hennes & Mauritz, Series B 245,100 5,990 LM Ericsson, Series B * 997,213 2,659 Sandvik 34,170 1,108 Securitas, Series B 825,135 11,826 Tele2 AB, Series B * 115,200 5,234 Total Sweden (Cost $23,760) 29,565 SWITZERLAND 6.5% Common Stocks 6.5% Adecco * 240,720 10,571 Credit Suisse Group 296,020 10,381 Nestle 80,082 20,195 Roche Holding (Participation certificates) 55,100 5,755 UBS 229,732 16,229 Total Switzerland (Cost $33,535) 63,131 TAIWAN 0.9% Common Stocks 0.9% China Trust Finance Holdings 1,663,000 1,779 Taiwan Semiconductor Manufacturing 4,035,669 6,928 Total Taiwan (Cost $8,555) 8,707 TURKEY 0.2% Common Stocks 0.2% Turkcell Iletisim Hizmetleri ADR (USD) * 60,486 1,721 Total Turkey (Cost $959) 1,721 UNITED KINGDOM 23.6% Common Stocks 23.6% Abbey National 193,154 1,551 AstraZeneca 233,801 10,907 Autonomy * 123,128 543 British Sky Broadcast 262,189 3,090 Cadbury Schweppes 375,777 2,984 Capita 223,200 1,225 Carnival 44,467 1,989 Celltech * 289,655 2,141 Centrica 955,710 3,691 Compass 2,333,250 14,646 David S. Smith 373,804 1,141 Diageo 482,576 6,459 Electrocomponents 559,040 3,522 GlaxoSmithKline 1,542,421 31,831 Hays 1,574,400 3,280 Hilton Group 330,940 1,454 Kesa Electricals 330,515 1,639 Kingfisher 2,567,803 12,846 MFI Furniture Group * 1,108,900 3,072 Reed Elsevier (Ordinary shares) 1,111,309 10,316 Rio Tinto (Ordinary shares) 397,352 8,681 Royal Bank of Scotland Group 866,933 25,948 Shell Transport & Trading 2,199,136 15,123 Standard Chartered 178,100 2,719 Tesco 2,040,134 8,984 Tomkins 940,486 4,514 Unilever (Ordinary shares) 724,216 6,808 United Business Media 157,589 1,283 Vodafone Group 10,886,607 26,313 William Morrison Supermarkets 698,400 2,964 WPP Group 958,480 9,407 Total United Kingdom (Cost $191,291) 231,071 SHORT-TERM INVESTMENTS 0.0% Money Market Funds 0.0% T. Rowe Price Reserve Investment Fund, 1.09% # 1,000 1 Investments (Cost $1) 1 SECURITIES LENDING COLLATERAL 25.3% Money Market Pooled Account 25.3% Investment in money market pooled account managed by JP Morgan Chase Bank London 1.06% # 247,239,049 247,239 Total Securities Lending Collateral (Cost $247,239) 247,239 Total Investments in Securities 124.1% of Net Assets (Cost $949,443) $1,212,482 ss. Denominated in currency of the 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 $4,710 and represents 0.5% 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. Statement of Assets and Liabilities T. Rowe Price Institutional Foreign Equity Fund Certified Semiannual Report April 30, 2004 (Unaudited) (Amounts in $ 000s except shares and per share amounts) Assets Investments in securities, at value (cost $949,443) $ 1,212,482 Other assets 52,331 Total assets 1,264,813 Liabilities Obligation to return securities lending collateral 247,239 Other liabilities 40,888 Total liabilities 288,127 NET ASSETS $ 976,686 -------------------- Net Assets Consist of: Undistributed net investment income (loss) $ 5,331 Undistributed net realized gain (loss) (406,782) Net unrealized gain (loss) 263,003 Paid-in-capital applicable to 71,118,207 shares of $0.01 par value capital stock outstanding; 1,000,000,000 shares of the Corporation authorized 1,115,134 NET ASSETS $ 976,686 -------------------- NET ASSET VALUE PER SHARE $ 13.73 -------------------- The accompanying notes are an integral part of these financial statements. Statement of Operations T. Rowe Price Institutional Foreign Equity Fund Certified Semiannual Report April 30, 2004 (Unaudited) ($ 000s) 6 Months Ended 4/30/04 Investment Income (Loss) Income Dividend (net of foreign taxes of $1,241) $ 9,452 Securities lending 340 Interest (net of foreign taxes of $1) 34 Total income 9,826 Expenses Investment management 3,697 Custody and accounting 236 Registration 35 Legal and audit 22 Shareholder servicing 8 Prospectus and shareholder reports 3 Directors 3 Miscellaneous 7 Total expenses 4,011 Net investment income (loss) 5,815 Realized and Unrealized Gain (Loss) Net realized gain (loss) Securities 53,105 Foreign currency transactions 56 Net realized gain (loss) 53,161 Change in net unrealized gain (loss) Securities 35,030 Other assets and liabilities denominated in foreign currencies (60) Change in net unrealized gain (loss) 34,970 Net realized and unrealized gain (loss) 88,131 INCREASE (DECREASE) IN NET ASSETS FROM OPERATIONS $ 93,946 -------------------- The accompanying notes are an integral part of these financial statements. Statement of Changes in Net Assets T. Rowe Price Institutional Foreign Equity Fund Certified Semiannual Report (Unaudited) ($ 000s) 6 Months Year Ended Ended 4/30/04 10/31/03 Increase (Decrease) in Net Assets Operations Net investment income (loss) $ 5,815 $ 18,927 Net realized gain (loss) 53,161 (37,680) Change in net unrealized gain (loss) 34,970 253,179 Increase (decrease) in net assets from operations 93,946 234,426 Distributions to shareholders Net investment income (18,935) (16,127) Net realized gain (1,515) (2,150) Decrease in net assets from distributions (20,450) (18,277) Capital share transactions * Shares sold 86,824 256,719 Distributions reinvested 17,963 14,775 Shares redeemed (262,717) (594,653) Increase (decrease) in net assets from capital share transactions (157,930) (323,159) Net Assets Increase (decrease) during period (84,434) (107,010) Beginning of period 1,061,120 1,168,130 End of period $ 976,686 $ 1,061,120 --------------- --------------- (Including undistributed net investment income of $5,331 at 4/30/04 and $18,451 at 10/31/03) *Share information Shares sold 6,210 23,184 Distributions reinvested 1,369 1,413 Shares redeemed (19,239) (51,540) Increase (decrease) in shares outstanding (11,660) (26,943) The accompanying notes are an integral part of these financial statements. Notes to Financial Statements T. Rowe Price Institutional Foreign Equity Fund Certified Semiannual Report April 30, 2004 (Unaudited) 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 portfolio 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 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 Director. 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. Emerging Markets At April 30, 2004, 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 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 $232,410,000; aggregate collateral consisted of $247,239,000 in the money market pooled account. Other Purchases and sales of portfolio securities, other than short-term securities, aggregated $162,129,000 and $330,278,000, 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 $459,872,000 of unused capital loss carryforwards, of which $206,390,000 expire in fiscal 2009, $214,055,000 that expire in fiscal 2010, and $39,427,000 that expire in fiscal 2011. At April 30, 2004, the cost of investments for federal income tax purposes was $949,443,000. Net unrealized gain aggregated $263,003,000 at period-end, of which $295,855,000 related to appreciated investments and $32,852,000 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 equal to 0.70% of the fund's average daily net assets. The fee is computed daily and paid monthly. At April 30, 2004, investment management fee payable totaled $602,000. 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 $63,000 for the six months ended April 30, 2004, of which $10,000 was payable at period-end. The fund may invest in the T. Rowe Price Reserve Investment Fund and the T. Rowe Price Government Reserve Investment Fund (collectively, the Reserve Funds), open-end management investment companies managed by Price Associates. The Reserve Funds are offered as cash management options to mutual funds, trusts, and other accounts managed by Price Associates and/or its affiliates, and are not available for direct purchase by members of the public. The Reserve Funds pay no investment management fees. During the six months ended April 30, 2004, dividend income from the Reserve Funds totaled $68,000. Note 6 - Interfund Borrowing Pursuant to its prospectus, the fund may borrow up to 33 1/3% of its total assets. The fund is party to an interfund borrowing agreement between itself 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 six months ended April 30, 2004, the fund had outstanding borrowings on five days, in the average amount of $11,800,000, and at an average annual rate of 1.36%. At April 30, 2004, the fund had outstanding borrowings of $10,600,000, at an annual rate of 1.41%. T. Rowe Price Institutional Foreign Equity Fund Certified Semiannual Report Information on Proxy Voting - -------------------------------------------------------------------------------- A description of the policies and procedures that the T. Rowe Price Institutional Foreign Equity 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 Institutional 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 Institutional Foreign Equity 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 Institutional Foreign Equity 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 Institutional Foreign Equity 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-----